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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-K

 

ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the fiscal year ended July 31, 2023

 

TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

 

For the transition period from _____________ to _____________

 

Commission file number 000-55282

 

HIMALAYA TECHNOLOGIES, INC.

(Exact name of small business issuer as specified in its charter)

 

Nevada   26-0841675

(State or other jurisdiction

of incorporation)

 

(IRS Employer

Identification No.)

 

831 W North Ave., Pittsburgh, PA 15233

(Address of principal executive offices) (Zip Code)

 

(630) 708-0750

(Issuer’s telephone number)

 

Securities registered under Section 12(b) of the Exchange Act:

 

Title of each class   Trading symbol(s)   Name of each exchange on which registered
None        

 

Securities registered under Section 12(g) of the Exchange Act:

 

Common Stock, no par value

(Title of Class)

 

Indicate by check mark if registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No

 

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer a smaller reporting company or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer Accelerated filer
Non-accelerated filer Smaller reporting company
    Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Indicate by check mark whether the registrant has fi led a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

 

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

 

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No

 

The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed fiscal year 2023, was $184,990.

 

As of October 27, 2023 there were 205,791,975 shares of common stock outstanding.

 

DOCUMENTS INCORPORATED BY REFERENCE

 

None.

 

 

 

 

 

 

TABLE OF CONTENTS

 

    Page
     
CAUTIONARY NOTE ABOUT FORWARD-LOOKING STATEMENTS 3
PART I    
Item 1. Description of Business 4
Item 1A. Risk Factors 5
Item 1B. Unresolved Staff Comments 5
Item 2. Properties 5
Item 3. Legal Proceedings 5
Item 4. Mine Safety Disclosures 5
     
PART II    
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities 6
Item 6. Selected Financial Data 6
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operation 6
Item 7A. Quantitative and Qualitative Disclosures about Market Risk 7
Item 8. Financial Statements and Supplementary Data 7
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 8
Item 9A (T). Controls and Procedures 8
Item 9B. Other Information 8
     
PART III    
Item 10. Directors, Executive Officers and Corporate Governance 9
Item 11. Executive Compensation 9
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 11
Item 13. Certain Relationships and Related Transactions 11
Item 14. Principal Accountant Fees and Services 11
     
PART IV    
Item 15. Exhibits; Financial Statement Schedules 12
Item 16. Form 10-K Summary 13
     
SIGNATURES 14

 

2

 

 

CAUTIONARY NOTE ABOUT FORWARD-LOOKING STATEMENTS

 

The information contained in this Annual Report on Form 10-K includes some statements that are not purely historical and that are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and as such, may involve risks and uncertainties. These forward-looking statements relate to, among other things, expectations of the business environment in which we operate, perceived opportunities in the market and statements regarding our mission and vision. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. You can generally identify forward-looking statements as statements containing the words “anticipates, believes, continue, could, estimates, expects, intends, may, might, plans, possible, potential, predicts, projects, seeks, should, will, would” and similar expressions, or the negatives of such terms, but the absence of these words does not mean that a statement is not forward-looking.

 

Forward-looking statements involve risks and uncertainties that could cause actual results or outcomes to differ materially from those expressed in the forward-looking statements. The forward-looking statements contained herein are based on various assumptions, many of which are based, in turn, upon further assumptions. Our expectations, beliefs and forward-looking statements are expressed in good faith based on management’s views and assumptions as of the time the statements were made, but there can be no assurance that management’s expectations, beliefs, or projections will result or be achieved or accomplished.

 

In addition to other factors and matters discussed elsewhere herein, the following are important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements: technological advances, impact of competition, dependence on key personnel and the need to attract new management, effectiveness of cost and marketing efforts, acceptances of products, ability to expand markets and the availability of capital or other funding on terms satisfactory to us. We disclaim any obligation to update forward-looking statements to reflect events or circumstances after the date hereof.

 

As used in this Annual Report on Form 10-K (the “Annual Report”), the terms “Himalaya,” “the Company,” “we,” “us” and “our” refer to Himalaya Technologies, Inc.

 

3

 

 

PART I

 

Item 1. Description of Business.

 

Himalaya Technologies, Inc. a/k/a Homeland Resources Ltd. (“Himalaya”, “HMLA,” “us,” “we,” the “Company”) was incorporated under the laws of the State of Nevada on July 8, 2003. The Company’s principal historical activities had been the acquisition of a mineral property in the State of New Mexico. During the fiscal year ended July 31, 2010, the Company began to acquire working interests in a seismic exploration program as well as a drilling program in crude oil and natural gas properties in Oklahoma. Prior to July 31, 2019 the Company discontinued the exploration and drilling in Oklahoma and New Mexico. The Company has leases on two properties that were fully depleted prior to July 31, 2019. Over the past few years, the company generated approximately $1,500 per year of net revenue from these leases. Subsequent to July 31, 2022 the Company reached an agreement with the prior CEO to distribute the oil leases in payment of loan from shareholder. Our intended plan of operations was to develop and enhance our social site Kanab.Club targeting health and wellness in the cannabis media market.

 

At July 31, 2023, the Company had one wholly owned subsidiary, KANAB CORP. The Company had one investment, Peer to Peer Network, Inc. (PTOP.)

 

KANAB CORP. is a development stage company targeting information services for the cannabis industry using its social site Kanab.Club (https://kanab.club/). We do not offer e-commerce services at this time or touch the cannabis plant and, given these matters, do not believe regulatory oversight or rules of law are a risk factor to our business.

 

On November 28, 2021 we executed a 19.9% stock purchase with GenBio, Inc. (“GenBio”; https://www.genbioinc.com/) a provider of nutraceutical products and services based on proprietary biotechnology that fight inflammation and high blood pressure. We issued 99,686 series B Preferred shares of stock for 2,036,188 common shares of GenBio, Inc., representing 19.9% ownership. Based on a stock price at closing of .0019 and 99,685,794 common stock equivalents, this valued the investment at $189,749. On May 16, 2023, we unwound our investment in GenBio, and subsequently received back 99,686 series B Preferred shares of stock.

 

On January 1, 2022, the Company executed a 19.9% stock purchase with The Agrarian Group LLC (“TAG”; http://www.theagrariangroup.com/), a provider of digital intelligence “AgtechDi” software designed from its granted patents to optimize the food supply chain by increasing food safety and profitability for growers who operate vertical farms, greenhouses, converted shipping containers, and other forms of controlled environment agriculture. TAG is focusing its technology on the broad produce market, but in the future may offer it to cannabis cultivators. TAG is a software platform and will never touch the cannabis plant, eliminating regulatory risk, in our view. Under the Investment Agreement, we issued TAG 99,686 Series B Preferred shares in exchange for 1,242,000 Class A Membership units of TAG. Based on a stock price at closing of .0012 and 99,868,000 common stock equivalents, this values the investment at $119,841. On April 3, 2023, we unwound our investment in TAG, and received back 99,686 series B Preferred shares of stock.

.

On June 12, 2023, we purchased 210,000,000 common shares of Peer-to-Peer Network (OTC: PTOP) from FOMO WORLDWIDE, INC. (OTC: FOMC) by issuing FOMO WORLDWIDE, INC. 1,680,000 of our Series A Preferred shares. The fair value of the PTOP shares received was $63,000, and the as if converted value of our Series A Preferred shares was $100,800. A loss of $37,800 was thus recorded on acquisition. At July 31, 2023, the value of the investment in PTOP was $21,000.

 

Our business plan included completing our social site Kanab.Club targeting health and wellness focused on the cannabis market, generating revenues from advertising and subscriptions, incorporating social media site into the site, and marketing our planned social sites including Goccha.net and Yinzworldwide.com.

 

4

 

 

The Company’s shareholder voting control is effectively controlled by its chairman and CEO, Vikram P. Grover, due to his ownership of (i) all 1,000,000 of the outstanding shares of the Company’s Series C Preferred Stock which has voting power of 100,000 votes per share, (ii) 4,777,777 shares of the Company’s Series A Preferred Stock directly (31.9% of that class’s outstanding shares) and 2,000,000 shares of the Company’s Series A Preferred Stock indirectly through a Company he controls (27.4%) which have 50 votes per share. and (iii) 247,094 shares of the Company’s Series B Preferred Stock directly (31.9% of that class’s outstanding shares) and 250,000 shares of the Company’s Series B Preferred Stock indirectly through a Company he controls (27.4%) which have 1,000 votes per share. With this voting power, Mr. Grover can determine the outcome of any matter put to a shareholder vote including taking corporate actions by shareholder consent.

 

Corporate Information

 

We were incorporated in the State of Nevada in 2003. Our principal executive offices are located at 1 E Erie St, Ste 525 Unit #2420, Chicago, IL 60611 and our telephone number is (630) 708-0750. Our website is www.himalayatechnologies.com. Information contained on, or that can be accessed through, our website is not incorporated by reference into this Annual Report.

 

Item 1A. Risk Factors.

 

Not applicable to smaller reporting companies

 

Item 1B. Unresolved Staff Comments.

 

None.

 

Item 2. Properties.

 

The Company’s headquarters is an office at 831 W North Ave., Pittsburgh, PA 15233.

 

Item 3. Legal Proceedings.

 

None.

 

Item 4. Mine Safety Disclosures.

 

None.

 

5

 

 

PART II

 

Item 5. Market for Registrant’s Common Equity Related Stockholder Matters and Issuer Purchases of Equity Securities.

 

Market Information

 

Our shares of common stock are quoted on the OTCPink tier of the over-the-counter market operated by OTC Markets Group Inc. under the symbol “HMLA”. Such market is extremely limited. We can provide no assurance that our shares of common stock will be continued to be traded on the OTCPink or another exchange, or if traded, that the current public market will be sustainable.

 

Holders of Record

 

As of the date of this Annual Report, there were approximately 34 holders of record of our common stock, as reported by the Company’s transfer agent. In computing the number of holders of record, each broker-dealer and clearing corporation holding shares on behalf of its customers is counted as a single shareholder and accordingly, the Company believes that the number of beneficial owners of its common stock is significantly higher.

 

Dividends

 

We have never declared or paid any cash dividends on our common stock, nor do we anticipate paying any in the foreseeable future. Furthermore, we expect to retain any future earnings to finance our operations and expansion. The payment of cash dividends in the future will be at the discretion of our Board of Directors.

 

Securities Authorized for Issuance under Equity Compensation Plans

 

None.

 

Recent Sales of Unregistered Securities

 

None.

 

Item 6. [Reserved]

 

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operation

 

This Annual Report contains forward-looking statements. Our actual results could differ materially from those set forth because of general economic conditions and changes in the assumptions used in making such forward-looking statements. The following discussion and analysis of our financial condition and results of operations should be read together with the audited consolidated financial statements and accompanying notes and the other financial information appearing elsewhere in this Annual Report. See “Cautionary Note Regarding Forward Looking Statements” above.

 

6

 

 

Results of Operations

 

Year ended July 31, 2023 as compared to year ended July 31, 2022

 

Revenues. During the years ended July 31, 2023 and 2022, the Company had no revenues.

 

Cost of Revenues. During the years ended July 31, 2023 and 2022, the Company had no cost of revenues.

 

Operating Expenses. During the year ended July 31, 2023, the Company incurred operating expenses of $302,199 consisting primarily of shares issued for services and compensation expense. During the year ended July 31, 2022, the Company incurred operating expenses of $285,731 consisting primarily of shares issued for services and compensation expense. The increase in operating expenses in 2023 from 2022 was due primarily to shares and warrants issued for services.

 

Other Income (Expenses). During the year ended July 31, 2023, the Company incurred other income(expense) $(275,577) consisting of interest expense, derivative liability losses, investment losses, a gain on the sale of oil and gas properties and other income. During the year ended July 31, 2022, the Company incurred other income(expense) $88,692 consisting of interest expense, derivative liability gains and other income.

 

Net Losses. As a result of the above, the Company incurred a net loss of $577,776, for the year ended July 31, 2023, as compared to a net loss of $197,039 for the year ended July 31, 2022.

 

Liquidity and Capital Resources at July 31, 2023

 

We have incurred losses since inception of our business and at July 31, 2023, we had an accumulated deficit of $8,637,251. As of July 31, 2023, we had cash of $324 and negative working capital of $1,161,282.

 

To date, we have funded our operations through short-term debt and equity financing. During the year ended July 31, 2023, the Company received $50,815, less $20,863 in payments, from related parties, as well as $35,000 received from third parties.

 

Summary of Significant Accounting Policies

 

See Note 2 to the Consolidated Financial Statements included in Item 8 of this Annual Report.

 

Off-balance Sheet Arrangements

 

None.

 

Item 7A. Quantitative and Qualitative Disclosures about Market Risk.

 

Not required under Regulation S-K for “smaller reporting companies.”

 

Item 8. Financial Statements and Supplementary Data.

 

Our audited consolidated financial statements are set forth below.

 

7

 

 

HIMALAYA TECHNOLOGIES, INC. and Subsidiary

 

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

 

Reports of Independent Registered Public Accounting Firm Victor Mokuolu (Firm ID:6771) F-2
   
Consolidated Balance Sheets, July 31, 2023 and 2022 F-4
   
Consolidated Statements of Operations for the years ended July 31, 2023 and 2022 F-5
   
Consolidated Statements of Stockholders’ Deficit for the years ended July 31, 2023 and 2022 F-6
   
Consolidated Statements of Cash Flows for the years ended July 31, 2023 and 2022 F-7
   
Notes to Consolidated Financial Statements July 31, 2023 and 2022 F-8

 

F-1

 

 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Stockholders and Board of Directors

Himalaya Technologies, Inc.

 

Opinion on the Financial Statements

 

We have audited the accompanying consolidated balance sheets of Himalaya Technologies, Inc. (the Company) as of July 31, 2023 and July 31, 2022, and the related consolidated statements of operations, stockholders’ deficit, and cash flows for each of the two years ended July 31, 2023, and the related notes (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of year ended July 31, 2023 and July 31, 2022, and the results of its operations and its cash flows for each of the two years ended July 31, 2023, in conformity with accounting principles generally accepted in the United States of America.

 

Substantial doubt about the Company’s ability to continue as a going concern

 

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 3 to the financial statements, the Company had operating losses for each of the years ended July 31, 2023, and July 31, 2022, has an accumulated deficit as of July 31, 2023, and the Company has not completed its efforts to generate revenues to cover its operating costs. These factors raise substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 3. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

Basis for Opinion

 

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

 

 

F-2

 

 

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

Critical Audit Matters

 

Critical audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee or the Company’s governance and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. We have determined there are critical matters related to the Company’s convertible debentures.

 

As described in Notes 2, Summary of Significant Accounting Policies, and Note 7, Convertible Note Payables, to the consolidated financial statements, the Company had convertible debentures with attached warrants that required accounting considerations and significant estimates. The Company determined that variable conversion features with attached warrants issued in connection with certain convertible debentures required derivative liability classification. These variable conversion features were initially measured at fair value and subsequently have been remeasured to fair value at each reporting period. The Company determined the fair value of the embedded derivatives using the Black-Scholes-Merton option pricing model. The value of the embedded derivative liabilities related to the convertible debentures as of July 31, 2023 was $680,946. We identified the accounting considerations and related valuations, including the related fair value determinations of the embedded derivative liabilities of such as a critical audit matter. The principal considerations for our determination were: (1) the accounting consideration in determining the nature of the various features (2) the evaluation of the potential derivatives and potential bifurcation in the instruments, and (3) considerations related to the determination of the fair value of the various debt and equity instruments and the conversion features that include valuation models and assumptions utilized by management. An audit of these elements is especially challenging and requires auditor judgement due to the nature and extent of audit effort required to address these matters, including the extent of specialized skill or knowledge needed. Our audit procedures related to management’s conclusion on the evaluation and related valuation of embedded derivatives, included the following, among others: (1) evaluating the relevant terms and conditions of the various financings, (2) assessing the appropriateness of conclusions reached by the Company with respect to the accounting for the convertible debt, and the assessment and accounting for potential derivatives and (3) independently recomputing the valuations determined by Management.

 

Victor Mokuolu, CPA PLLC

 

We have served as the Company’s auditor since 2022.

 

Houston, Texas

 

October 27, 2023

PCAOB ID: 6771

 

 

F-3

 

 

Himalaya Technologies Inc

Consolidated Balance Sheets

 

   2023   2022 
   July 31, 
   2023   2022 
         
ASSETS          
           
Current assets          
Cash  $324   $4,141 
Total current assets   324    4,141 
           
Other assets:          
Investment in oil and gas properties   -    - 
Investments   21,000    309,590 
Website design   14,651    13,338 
Total other assets   35,651    322,928 
           
Total assets  $35,975   $327,069 
           
LIABILITIES AND STOCKHOLDERS’ DEFICIT          
           
Liabilities          
           
Current liabilities          
Accounts payable and accrued expenses  $277,478   $293,856 
Derivative liability   680,946    440,766 
Loan from shareholder   -    96,400 
Loan from affiliate   41,157    38,222 
Loans payable due to non-related parties, net   162,025    151,500 
Total current liabilities   1,161,606    1,020,744 
           
Total liabilities   1,161,606    1,020,744 
           
Stockholders’ deficit          
Common stock; $0.0001 par value authorized: 1,000,000,000 shares; issued and outstanding 186,878,572 and 147,201,861   18,688    14,720 
Preferred stock Class A; $0.0001 par value authorized: 130,000,000 shares; issued and outstanding 8,457,777 and 0   846    - 
Preferred stock Class B; $0.0001 par value authorized: 20,000,000 shares; issued and outstanding 518,730 and 536,876 respectively   52    54 
Preferred stock Class C; $0.0001 par value authorized: 1,000,000 shares; issued and outstanding 1,000,000 and 1,000,000   100    100 
Additional paid-in-capital   7,491,934    7,350,927 
Accumulated deficit   (8,637,251)   (8,059,476)
Total stockholders’ deficit   (1,125,631)   (693,675)
           
Total liabilities and stockholders’ deficit  $35,975   $327,069 

 

The accompanying notes are an integral part of these consolidated financial statements

 

F-4

 

 

Himalaya Technologies Inc

Consolidated Statement of Operations

 

   2023   2022 
   For the Years Ended July 31, 
   2023   2022 
Operating revenue  $-   $- 
Cost of revenue   -    - 
Gross profit   -    - 
           
Operating expenses:          
General and administrative   297,512    283,068 
Amortization expense   4,687    2,663 
Total operating expenses   302,199    285,731 
           
Loss from operations   (302,199)   (285,731)
           
Other income (expenses)          
Interest expense   (33,630)   (22,986)
Derivative expense   (64,937)   - 
Change in derivative liability   (209,603)   111,125 
Investment loss   (79,800)   - 
Gain on sale of oil and gas properties   112,000    - 
Other income   393    553 
Total other income (expenses)   (275,577)   88,692 
           
Loss before income taxes   (577,776)   (197,039)
           
Provision for income taxes   -    - 
           
Net income (loss)  $(577,776)  $(197,039)
           
Net income (loss) per share, basic and diluted  $(0.00)  $(0.00)
           
Weighted average common equivalent share outstanding, basic and diluted   157,911,455    130,845,920 

 

The accompanying notes are an integral part of these consolidated financial statements

 

F-5

 

 

Himalaya Technologies Inc

Consolidated Statement of Stockholders’ Deficit

 

                                             
    Common Stock     Preferred Stock                    
                Class A     Class B     Class C     Additional           Total  
    Number     No     Number     $0.0001     Number     $0.0001     Number     $0.0001     paid-in     Accumulated     stockholders’  
    of Shares     par value     of Shares     par value     of Shares     par value     of Shares     par value     capital     deficit     deficit  
Balance, July 31, 2021     97,734,883     $ 9,773       -     $ -       300,000     $ 30       1,000,000     $ 100     $ 6,709,111     $ (7,862,437 )   $ (1,143,423 )
                                                                                         
Conversion of convertible debt     49,466,978       4,947       -       -       -       -       -       -       123,050       -       127,997  
Shares issued for services     -       -       -       -       22,000       2       -       -       39,198       -       39,200  
Shares issued for accrued compensation     -       -       -       -       15,504       2       -       -       79,998       -       80,000  
Shares issued for investment     -       -       -               -       199,372             20       -                   -       309,570       -       309,590  
Recognition of warrants     -       -       -       -       -       -       -       -       90,000       -       90,000  
Net income     -       -       -       -       -       -       -       -       -       (197,039 )     (197,039 )
                                                                                         
Balance, July 31, 2022     147,201,861       14,720       -       -       536,876       54       1,000,000       100       7,350,927       (8,059,476 )     (693,675 )
                                                                                         
Shares issued for accrued compensation     -       -       4,777,777       478       81,590       8       -       -       159,514       -       160,000  
Recognition of warrants     -       -       -       -       -       -       -       -       90,000       -       90,000  
Conversion of warrants     -       -       2,000,000       200       -       -       -       -       9,800       -       10,000  
Conversion of convertible debt     39,676,711       3,968       -       -       -       -       -       -       60,641       -       64,609  
Recission of investment in TAG     -       -       -       -       (99,686 )     (10 )     -       -       (119,830 )     -       (119,840 )
Recission of investment in GenBio     -       -       -       -       (99,686 )     (10 )     -       -       (189,739 )     -       (189,749 )
Acquisition of investment in PTOP     -       -       1,680,000       168       -       -       -       -       100,632       -       100,800  
Shares issued for debt forgiveness and advisory fees     -       -       -       -       100,000       10       -       -       29,990       -       30,000  
Net loss     -       -       -       -       -       -       -       -       -       (577,776 )     (577,776 )
                                                                                         
Balance, July 31, 2023     186,878,572     $ 18,688       8,457,777     $ 846       518,730     $ 52       1,000,000     $ 100     $ 7,491,934     $ (8,637,252 )   $ (1,125,631 )

 

The accompanying notes are an integral part of these consolidated financial statements

 

F-6

 

 

Himalaya Technologies Inc

Consolidated Statement of Cash Flows

 

   2023   2022 
   For the Years Ended July 31, 
   2023   2022 
Cash flows provided by (used for) operating activities:          
Net income (loss)  $(577,776)  $(197,039)
Adjustments to reconcile net loss to net cash provided by (used for) operating activities:          
Amortization expense   4,687    2,663 
Gain on sale of oil and gas properties   (112,000)   - 
Change in derivative liability   209,603    (111,125)
Derivative expense   64,937    - 
Amortization of debt discount   4,075    - 
Shares/ Warrants issued for services   90,000    129,200 
Shares issued for advisory fees   12,983      
Loss on investments   79,800      
Increase (decrease) in assets and liabilities:          
Accounts payable   131,367    147,002 
Accrued interest on loans payable   29,555    - 
           
Net cash used for operating activities   (62,769)   (29,299)
           
Cash flows provided by (used for) Investing activities          
Payment of Website Design   (6,000)   (5,800)
           
Net cash provided by (used for) investing activities   (6,000)   (5,800)
           
Cash flows provided by (used for) Financing activities          
Payment of related party loan   (20,863)   (600)
Proceeds from loan from affiliate   50,815    11,222 
Proceeds from non-related loans   35,000    - 
           
Net cash provided by (used for) financing activities   64,952    10,622 
           
Net (decrease) increase in cash   (3,817)   (24,477)
Cash, beginning of year   4,141    28,618 
           
Cash, end of year  $324   $4,141
           
Supplemental disclosure of cash flow information          
Cash paid for interest  $-   $- 
Cash paid for taxes  $-   $- 
Preferred stock issued for accrued compensation  $140,000   $- 
Common stock issued for debt  $64,609   $761,456 
Conversion of warrants  $10,000   $- 
Recission of investment in TAG  $119,841   $761,456 
Recission of investment in GenBio  $189,749   $761,456 

 

The accompanying notes are an integral part of these consolidated financial statements

 

F-7

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

Note 1 – ORGANIZATION

 

Himalaya Technologies, Inc. (the “Company”) was incorporated under the laws of the State of Nevada on July 8, 2003. The Company’s principal historical activities had been the acquisition of a mineral property in the State of New Mexico. During the fiscal year ended July 31, 2010, the Company began to acquire working interests in a seismic exploration program as well as a drilling program in crude oil and natural gas properties in Oklahoma. Prior to July 31, 2019 the Company discontinued the exploration and drilling in Oklahoma and New Mexico. The Company had leases on two properties that were fully depleted prior to July 31, 2022. Over the past few years, the company generated approximately $1,500 per year of net revenue from these leases. During the year ended July 31, 2023, the Company reached an agreement with the Company’s prior CEO to distribute the oil leases in payment of loan from shareholder.

 

On June 28, 2021 the Company amended its Articles of Incorporation to change the name of the Company to “Himalaya Technologies, Inc.” from Homeland Resources Ltd.

 

The Company’s business plan includes completing its’ social site Kanab.Club targeting health and wellness based on the cannabis market, generating revenues from advertising and subscriptions, incorporating social media site into the site.

 

Note 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of Presentation

 

The accompanying financial statements were prepared in conformity with generally accepted accounting principles in the United States of America (“US GAAP”) and in conformity with the rules and regulation of the U.S. Securities and Exchange Commission (SEC).

 

Use of Estimates

 

The preparation of financial statements in conformity with US GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include accounts payable, the recoverability of long-term assets, and the valuation of derivative liabilities.

 

Consolidation

 

The consolidated financial statements include the accounts and operations of the Company, and its wholly owned subsidiary, KANAB CORP. All intercompany transactions and accounts have been eliminated in the consolidation.

 

Cash

 

Cash consists of deposits in two large national banks in the United States. The Company has not experienced any losses in such accounts and believes it is not exposed to any risks on its cash in bank accounts.

 

F-8

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

Fair Value of Financial Instruments

 

For certain of the Company’s financial instruments, including cash accounts payable, accrued liabilities, short-term debt, and derivative liability, the carrying amounts approximate their fair values due to their short maturities. We adopted ASC Topic 820, “Fair Value Measurements and Disclosures,”, which requires disclosure of the fair value of financial instruments held by the Company. ASC Topic 825, “Financial Instruments,” defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. The carrying amounts reported in the balance sheets for receivables and current liabilities each qualify as financial instruments and are a reasonable estimate of their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurements). The three levels of valuation hierarchy are defined as follows:

 

Level 1 input to the valuation methodology are quoted prices for identical assets or liabilities in active markets.

 

Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

 

Level 3 inputs to the valuation methodology are unobservable in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

 

The Company’s analyses of all financial instruments with features of both liabilities and equity under ASC 480, “Distinguishing Liabilities from Equity,” and ASC 815.

 

The Company has recorded the conversion option on notes as a derivative liability because of the variable conversion price, which in accordance with U.S. GAAP, prevents them from being considered as indexed to our stock and qualified for an exception to derivative accounting.

 

The Company recognizes derivative instruments as either assets or liabilities on the accompanying balance sheets at fair value. We record changes in the fair value of the derivatives in the accompanying statement of operations.

 

Assets and liabilities measured at fair value are as follows as of July 31, 2023:

 

   Total   Level 1   Level 2   Level 3 
Assets                    
Investments   21,000    21,000    -    - 
Total assets measured at fair value   21,000    21,000    -    - 
                     
Liabilities                
Derivative liability   680,946    -         -    680,946 
Total liabilities measured at fair value   680,946    -    -    680,946 

 

F-9

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

Assets and liabilities measured at fair value are as follows as of July 31, 2022:

 

   Total   Level 1   Level 2   Level 3 
Assets                    
Total assets measured at fair value   -    -    -    - 
                     
Liabilities                              
Derivative liability   440,766    -    -    440,766 
Total liabilities measured at fair value   440,766    -    -    440,766 

 

Earnings Per Share (EPS)

 

Basic EPS is computed by dividing income available to common shareholders by the weighted average number of common shares outstanding for the period. Diluted EPS is computed similar to basic net income per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if all the potential common shares, warrants and stock options had been issued and if the additional common shares were dilutive. Diluted EPS assumes that all dilutive convertible shares and stock options were converted or exercised. Dilution is computed by applying the treasury stock method for the outstanding options and the if-converted method for the outstanding convertible preferred shares. Under the treasury stock method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period. Under the if-converted method, convertible outstanding instruments are assumed to be converted into common stock at the beginning of the period (or at the time of issuance, if later). During the fiscal years ended July 31, 2023 and 2022, the Company generated no revenues and incurred substantial losses, of which the vast majority were due to mostly non-cash charges for accrued interest, penalties and derivative charges related to convertible debt instruments. Therefore, the effect of any common stock equivalents on EPS is anti-dilutive during those periods.

 

Income Taxes

 

The Company utilizes FASB Accounting Standards Codification (ASC) Topic 740, Income Taxes, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that were included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.

 

ASC 740 provides accounting and disclosure guidance about positions taken by an organization in its tax returns that might be uncertain. When tax returns are filed, it is likely that some positions taken would be sustained upon examination by the taxing authorities, while others are subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. The benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above is reflected as a liability for unrecognized tax benefits in the accompanying balance sheets along with any associated interest and penalties that would be payable to the taxing authorities upon examination. Interest associated with unrecognized tax benefits is classified as interest expense and penalties are classified in selling, general and administrative expenses in the statements of income.

 

F-10

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

On July 31, 2023 and 2022, the Company had not taken any significant uncertain tax positions on its tax returns for the period ended July 31, 2023 and prior years or in computing its tax provisions for any years. Prior management considered its tax positions and believed that all of the positions taken by the Company in its Federal and State tax returns were more likely than not to be sustained upon examination. The Company is subject to examination by U.S. Federal and State tax authorities from inception to present, generally for three years after they are filed. New management, which took control of the Company on June 21, 2021, is currently evaluating prior management’s decision to not file federal tax returns and plans on filing past returns and related 1099 filings for compensation paid to prior management, employees, consultants, contractors and affiliates. The Company does not believe it has a material tax liability due to its operating losses in these periods but is preparing tax filings to bring itself current as it completes and moves forward on announced mergers and acquisitions.

 

Concentration of Credit Risk

 

Cash is mainly maintained by one highly qualified institution in the United States. At various times, such amounts are more than federally insured limits. Management does not believe that the Company is subject to any unusual financial risk beyond the normal risk associated with commercial banking relationships. The Company has not experienced any losses on our deposits of cash.

 

Risks and Uncertainties

 

The Company is subject to risks from, among other things, competition associated with the industry in general, other risks associated with financing, liquidity requirements, rapidly changing customer requirements, limited operating history and the volatility of public markets.

 

Crude Oil and Natural Gas Properties

 

The Company follows the full cost accounting method to account for crude oil and natural gas properties, whereby costs incurred in the acquisition, exploration and development of crude oil and natural gas reserves are capitalized. Such costs include lease acquisition, geological and geophysical activities, rentals on non-producing leases, drilling, completing and equipping of crude oil and natural gas wells and administrative costs directly attributable to those activities and asset retirement costs. Disposition of crude oil and natural gas properties are accounted for as a reduction of capitalized costs, with no gain or loss recognized unless, such adjustment would significantly alter the relationship between capital costs and proved reserves of crude oil and natural gas, in which case the gain or loss is recognized to income.

 

The capitalized costs of crude oil and natural gas properties, excluding unevaluated and unproved properties, are amortized using the units-of-production method based on estimated proved recoverable crude oil and natural gas reserves. Amortization of unevaluated and unproved property costs begins when the properties become proved or their values become impaired. Impairment of unevaluated and unproved prospects is assessed periodically based on a variety of factors, including management’s intention with regard to future exploration and development of individually significant properties and the ability of the Company to obtain funds to finance such exploration and development.

 

Under full cost accounting rules for each cost center, capitalized costs of evaluated crude oil and natural gas properties, including asset retirement costs, less accumulated amortization and related deferred income taxes, may not exceed an amount (the “cost ceiling”) equal to the sum of (a) the present value of future net cash flows from estimated production of proved crude oil and natural gas reserves, based on current economic and operating conditions, discounted at 10%, plus (b) the cost of properties not being amortized, plus (c) the lower of cost or estimated fair value of any unproved properties included in the costs being amortized, less (d) any income tax effects related to differences between the book and tax basis of the properties involved. If capitalized costs exceed this limit, the excess is charged to earnings.

 

F-11

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

Given the volatility of crude oil and natural gas prices, it is reasonably possible that the estimate of discounted future net cash flows from proved crude oil and natural gas reserves could change in the near term. If crude oil and natural gas prices decline in the future, even if only for a short period of time, it is possible that additional impairments of crude oil and natural gas properties could occur. In addition, it is reasonably possible that additional impairments could occur if costs are incurred in excess of any increases in the present value of future net cash flows from proved crude oil and natural gas reserves, or if properties are sold for proceeds less than the discounted present value of the related proved crude oil and natural gas reserves.

 

The crude oil and gas properties were fully depleted prior to July 31, 2019.

 

During the year ended July 31, 2023, the Company reached an agreement with its former CEO to sell the Company’s interest in all of its crude oil and natural gas properties. The interest was sold on or around November 8, 2022.

 

Revenue Recognition

 

The Company recognizes revenues in accordance with Accounting Standards Codification (“ASC”) 606 – Contracts with Customers. Revenue from sales of products is recognized when the related performance obligation is satisfied. The Company’s performance obligation is satisfied upon the shipment or delivery of products to customers.

 

Stock-Based Compensation

 

The Company accounts for all stock-based compensation using a fair value-based method. The fair value of equity-classified awards granted to employees is estimated on the date of the grant using the Black-Scholes option-pricing model and the related stock-based compensation expense is recognized over the vesting period during which an employee is required to provide service in exchange for the award.

 

Intangible Assets

 

The Company’s intangible assets include the Kanab.Club website, which was developed for external use. The Company carries these intangibles at cost, less accumulated amortization. Amortization is recorded on a straight-line basis over the estimated useful lives, estimated to be 5 years. Costs that are incurred to produce the finished product after technological feasibility has been established are capitalized as an intangible asset. The company performs periodic reviews to ensure that unamortized program costs remain recoverable from future revenue.

 

Goodwill and Other Acquired Intangible Assets

 

The Company initially records goodwill and other acquired intangible assets at their estimated fair values and reviews these assets periodically for impairment. Goodwill represents the excess of the purchase price over the fair value of identifiable tangible and intangible assets acquired and liabilities assumed in a business combination and is tested at least annually for impairment, historically during our fourth quarter.

 

F-12

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

Derivative Liabilities

 

The Company assessed the classification of its derivative financial instruments as of July 31, 2023 and 2022, which consist of convertible instruments and warrants in the Company’s common stock and determined that such derivatives meet the criteria for liability classification under ASC 815.

 

ASC 815 generally provides three criteria that, if met, require companies to bifurcate conversion options from their host instruments and account for them as free-standing derivative financial instruments. These three criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument subject to the requirements of ASC 815. ASC 815 also provides an exception to this rule when the host instrument is deemed to be conventional, as described.

 

The Company uses judgment in determining the fair value of derivative liabilities at the date of issuance and at every balance sheet thereafter and in determining which valuation method is most appropriate for the instrument, the expected volatility, the implied risk-free interest rate, as well as the expected dividend rate, if any.

 

Recently Issued Accounting Pronouncements

 

In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40) – Accounting for Convertible Instruments and Contracts on an Entity’s Own Equity. The ASU simplifies accounting for convertible instruments by removing major separation models required under current GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for the exceptions. The ASU also simplifies the diluted net income per share calculation in certain areas. The new guidance is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, and early adoption is permitted. The Company is currently evaluating the impact of the adoption of the standard on the consolidated financial statements.

 

F-13

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

Note 3 – GOING CONCERN

 

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate the continuation of the Company as a going concern. The Company reported an accumulated deficit of $8,637,251 as of July 31, 2023. The Company also had negative working capital of $1,161,282 on July 31, 2023 and had operating losses of $302,199 and $285,731 for the years ended July 31, 2023 and 2022, respectively. To date, these losses and deficiencies have been financed principally through the issuance of common stock, loans from related parties and loans from third parties.

 

In view of the matters described, there is substantial doubt as to the Company’s ability to continue as a going concern without a significant infusion of capital. We anticipate that we will have to raise additional capital to fund operations over the next 12 months. To the extent that we are required to raise additional funds to acquire properties, and to cover costs of operations, we intend to do so through additional offerings of debt or equity securities. There are no commitments or arrangements for other offerings in place, no guaranties that any such financings would be forthcoming, or as to the terms of any such financings. Any future financing may involve substantial dilution to existing investors.

 

Note 4 – ACQUISITION OF KANAB CORP.

 

On July 31, 2021, the Company acquired 100% interest in KANAB CORP., a cannabis information services company operating a website Kanab.Club (https://www.kanab.club/). KANAB CORP.’s business plan includes completing its social site targeting health and wellness products and services in the cannabis market, generating revenues from advertising and subscriptions, incorporating social media site into the site, and marketing health and wellness products targeting consumers. KANAB CORP. is a development stage company that does not offer e-commerce services at this time, nor do we touch the cannabis plant and, given these matters, do not believe regulatory oversight or rules of law are a risk factor to the business. As consideration for the purchase, we issued 300,000 shares of Class B preferred stock. As KANAB CORP. was acquired from the Company’s Chief Executive Officer and a company controlled by the Company’s Chief Executive Office, the Company has accounted for the acquisition as an acquisition under common control, recorded at cost. The historical value of the development costs at acquisition for the website design was $11,500. Although KANAB CORP. has not generated any revenues, it has developed a website that is currently active and generating traffic. Subsequent to the acquisition, additional expenses were incurred in further enhancing the Kanab.Club website.

 

The following summarizes the acquired intangible assets:

 

   July 31,   July 31, 
   2023   2022 
Intangible assets  $23,800   $17,800 
Accumulated amortization   (9,149)   (4,462)
Intangible assets- net  $14,651   $13,338 

 

Note 5 - INVESTMENTS

 

On November 28, 2021 the Company executed a 19.9% stock purchase with GenBio, Inc. (“GenBio”) a provider of nutraceutical products and services based on proprietary biotechnology that fight inflammation and high blood pressure. The Company issued 99,686 series B Preferred shares of stock for 2,036,188 common shares of GenBio, Inc., representing 19.9% ownership. Based on a stock price at closing of .0019 and 99,685,794 common stock equivalents, this valued the investment at $189,749. On May 16, 2023, the Company unwound its investment in GenBio, and subsequently received back 99,686 series B Preferred shares of stock.

 

F-14

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

On January 1, 2022, the Company executed a 19.9% stock purchase with The Agrarian Group LLC (“TAG”), a provider of digital intelligence “AgtechDi” software designed from its granted patents to optimize the food supply chain by increasing food safety and profitability for growers who operate vertical farms, greenhouses, converted shipping containers, and other forms of controlled environment agriculture. TAG is focusing its technology on the broad produce market, but in the future may offer it to cannabis cultivators. TAG is a software platform and will never touch the cannabis plant, eliminating regulatory risk, in our view. Under the Investment Agreement, the Company issued TAG 99,686 Series B Preferred shares in exchange for 1,242,000 Class A Membership units of TAG. Based on a stock price at closing of .0012 and 99,868,000 common stock equivalents, this values the investment at $119,841. On April 3, 2023, the Company unwound its’ investment in TAG, and received back 99,686 series B Preferred shares of stock.

 

On June 12, 2023, the Company purchased 210,000,000 common shares of Peer-to-Peer Network (OTC: PTOP) from FOMO WORLDWIDE, INC. (OTC: FOMC) by issuing FOMO WORLDWIDE, INC. 1,680,000 Series A Preferred shares. The fair value of the PTOP shares received was $63,000, and the as if converted value of our Series A Preferred shares was $100,800. A loss of $37,800 was thus recorded on acquisition. At July 31, 2023, the value of the investment in PTOP was $21,000.

 

The following summarizes the Company’s investments:

 

   2023   2022 
   July 31, 
   2023   2022 
GenBio, Inc.  $-   $189,749 
The Agrarian Group LLC   -    119,841 
Peer to Peer Network   21,000    - 
Investments  $21,000   $309,590 

 

Note 6 – LOANS PAYABLE DUE TO RELATED PARTIES

 

As of July 31, 2023 and 2022, the Company’s former chief executive officer had an outstanding balance of $0 and $96,400, respectively. The loan was non-interest bearing and due on demand. The loan was retired during the year ended July 31, 2023 through the sale of the Company’s oil and gas interests to the note holder.

 

On June 28, 2021, the Company received a loan of $25,000 from FOMO WORLWIDE, INC. (“FOMO”), a related party. At July 31, 2023 and 2022, the loan balance was $58,174 and $38,222, respectively. The convertible note for FOMO WORLDWIDE, INC. converts at a price of 30% of the average of the two lowest trading prices for the twenty (20) days prior to and including the date of notice of conversion. The number of shares that the loan can be converted into depends on the trading price at the time of conversion. The convertible note was originally due on December 25, 2021. This maturity has been extended, most recently on October 10, 2022, to December 31, 2023 and FOMO waived all default provisions under section 8 (a) through (n). All other provisions of the loan remain in effect.

 

On May 10, 2023, the Company sold 100% of KANAB CORP. from Himalaya for partial forgiveness of $17,017 loaned to the business on June 28, 2021 and as amended on November 9, 2021 and September 1, 2022. The transaction was subsequently unwound on June 15, 2023 thereby returning 100% of KANAB CORP. to the Company. The loan reduction remained, and the Company issued 100,000 Series B Preferred stock for the return of Kanab Club.

 

F-15

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

Note 7 - CONVERTIBLE NOTE PAYABLES

 

The Company had convertible note payables with two third parties with stated interest rates ranging between 10% and 12% and 22% default interest not including penalties. These notes have a conversion feature such that the Company could not ensure it would have adequate authorized shares to meet all possible conversion demands; accordingly, the conversion option has been treated as a derivative liability in the accompanying financial statements. As of July 31, 2023, the Company had the following third-party convertible notes outstanding:

 

Lender  Origination  Maturity  July 31, 2023   July 31, 2022   Interest 
                   
GS Capital Partners LLC  6/29/21  6/29/22  $145,500   $151,500    24%
1800 Diagonal Lending LLC  8/15/22  8/15/23   16,700    -    8%
          162,200   $151,500      

 

The convertible note for GS Capital Partners LLC converts at a price of 60% of the lowest trading price for the twenty (20) days prior to and including the date of notice of conversion. The number of shares that the loan can be converted into depends on the trading price at the time of conversion. At July 31, 2023, the note theoretically would convert into 404,166,667 common shares.

 

On August 15, 2022, the Company entered into a convertible note agreement 1800 Diagonal Lending LLC for $39,250, due on August 15, 2023 and bearing interest at 8%. The convertible note is convertible at 61% multiplied by the lowest trading price for the common stock during the ten-trading day period ending on the latest complete trading day prior to the conversion date. At July 31, 2023, the note theoretically would convert into 34,221,311 common shares.

 

In connection with the convertible note with 1800 Diagonal Lending LLC, the note contained an original issue discount (“OID”) of $4,250. During the year ended July 31, 2023, $4,075 of this discount has been amortized as interest expense.

 

During the year ended July 31, 2023, third-party lenders converted $64,609 of principal and interest into 39,676,711 shares of common stock.

 

During the year ended July 31, 2022, third-party lenders converted $127,997 of principal and interest into 49,466,978 shares of common stock.

 

The variables used for the Black-Scholes model are as listed below:

 

    July 31,2023   July 31, 2022
         
  Volatility: 333%   Volatility: 355%
         
  Risk free rate of return: 5.40%   Risk free rate of return: 2.98%
         
  Expected term: 1 year   Expected term: 1 year

 

Note 8 – INCOME TAXES

 

The Company did not file its federal tax returns for fiscal years from 2012 through 2022. Management at year-end 2023 and 2022 believed that it should not have any material impact on the Company’s financials because the Company did not have any tax liabilities due to net loss incurred during these years.

 

Based on the available information and other factors, management believes it is more likely than not that any potential net deferred tax assets on July 31, 2023 and 2022 will not be fully realizable.

 

F-16

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

Note 9 – STOCKHOLDERS ‘EQUITY

 

Common Stock

 

During the year ended July 31, 2023, third-party lenders converted $64,609 of principal and interest into 39,676,711 shares of common stock.

 

During the year ended July 31, 2022, third-party lenders converted $127,997 of principal and interest into 49,466,978 shares of common stock.

 

Preferred Stock

 

The preferred shares are in three classes:

 

  Class A shares which, 130,000,000 authorized are convertible into 50 shares of common shares for each share, these shares have voting rights of 1 vote per share. At July 31, 2023 and 2022, there were 8,457,777 and 0 shares issued and outstanding which equates into 422,888,850 and 0 votes, respectively.
     
  Class B shares, 20,000,000 authorized, which are convertible into 1,000 shares of common shares for each share, these shares have voting rights of 1,000 votes per share. At July 31, 2023 and 2022, there were 518,730 and 536,876 shares issued and outstanding which equates into 518,730,000 and 536,876,000 votes, respectively.
     
  Class C shares, 1,000,000 authorized, which are convertible into 1 share of common shares for each share. These shares have voting rights of 100,000 votes per share. At July 31, 2023 and 2022 there were 1,000,000 shares outstanding which equates into 100,000,000,000 votes. These shares represent the controlling votes of the Company. These shares are all issued to the Company CEO. There are 99,000,000 shares of preferred shares authorized that have not been assigned a class at this time for future requirements.

 

During the year ended July 31, 2023, the Company issued 4,777,777 shares of Class B Preferred and 81,590 shares of Class B Preferred to the Company’s CEO for the conversion of accrued compensation of $160,000.

 

During the year ended July 31, 2023, the Company issued 1,680,000 of Series A Preferred shares to acquire 210,000,000 common shares of Peer to Peer Network (OTC: PTOP) from FOMO WORLDWIDE, INC. (OTC: FOMC). The fair value of the PTOP shares received was $63,000, and the as if converted value of our Series A Preferred shares was $100,800. A loss of $37,800 was thus recorded on acquisition.

 

During the year ended July 31, 2023, the Company agreed for the unwinding of its investment in TAG. As such, the Company returned its membership interests and TAG agreed to return 99,686 shares of Series B Preferred shares to the Company.

 

During the year ended July 31, 2023, the Company unwound its investment in TAG, and received back 99,686 series B Preferred shares of stock.

 

During the year ended July 31, 2023, issued 100,000 Series B Preferred stock to FOMO WORLDWIDE for partial forgiveness of monies loaned to the business.

 

During the year ended July 31, 2022, the Company issued 22,000 shares of Class B Preferred for services. These shares were valued at the value of the as-if converted common shares on the date of issuance.

 

F-17

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

During the year ended July 31, 2022, the Company issued 15,504 shares of Class B Preferred to the Company’s CEO for the conversion of accrued compensation of $80,000.

 

On November 28, 2021 the Company issued 99,686 series B preferred shares of its stock for 2,036,188 common shares of GenBio, Inc., representing 19.9% ownership. GenBio, Inc is a biotechnology company that researches natural products that act on new molecular pathways, primarily to suppress inflammation at critical points in these biochemical pathways. This investment was unwound in during the three months ended July 31, 2023.

 

On January 1, 2022, the Company issued 99,686 series B preferred shares of its’ stock for 1,242,000 Member Interests of The Agrarian Group, LLC (“TAG”) representing 19.9% ownership. This investment was unwound in during the three months ended July 31, 2023.

 

Warrants

 

On June 22, 2021, the Company issued 50,000,000 warrants with a five-year expiration and $.0001 exercise price to FOMO CORP. as a deposit for the purchase of KANAB CORP. The warrants were canceled and reissued during the year ended July 31, 2023.

 

On June 29, 2021, the Company issued 15,000,000 warrants to GS Capital Group as part of the convertible debenture financing to fund operations. These warrants have a three-year expiration and a strike price of $0.01

 

On June 28, 2021, the Company issued 50,000,000 warrants with a five-year expiration and $.0001 exercise price to FOMO Advisors LLC for future advisory services.

 

The Company estimates the fair value of each award on the date of grant using a Black-Scholes option valuation model that uses the assumptions noted in the table below. Since Black-Scholes option valuation models incorporate ranges of assumptions for inputs, those ranges are disclosed. Expected volatilities are based on the historical volatility of the Company’s stock. The Company uses historical data to estimate award exercise and employee termination within the valuation model, whereby separate groups of employees that have similar historical exercise behavior are considered separately for valuation purposes. The expected term of granted awards is derived from the output of the option valuation model and represents the period of time that granted awards are expected to be outstanding; the range given below results from certain groups of employees exhibiting different behavior. The risk-free rate for periods within the contractual life of the award is based on the U.S. Treasury yield curve in effect at the time of grant.

 

These FOMO Advisors LLC warrants were valued at $450,000 and are being recognized over the life of the agreement. At July 31, 2022, the Company had recognized $99,616 and $350,384 was unrecognized.

 

During the quarter ended April 30, 2023, FOMO Advisors, LLC exercised 100,000,000 warrants to purchase two million (2,000,000) Series A Preferred shares of the Company which convert 1-50 into common stock and vote on an as converted basis. For the purchase, FOMO used $10,000 consideration of its credit line made available to us since June 2021.

 

The following are the assumptions utilized in valuing the warrants:

 

Volatility   465%
Expected life   5 years 
Risk free rate   3%
Dividend yield   0%

 

F-18

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

The following table sets forth common share purchase warrants outstanding as of July 31, 2023 and 2022:

 

      

Weighted

Average

   Intrinsic 
   Warrants   Exercise Price   Value 
Outstanding, July 31, 2021   65,000,000    0.0024    430,000 
                
Warrants granted   -    -    - 
Warrants exercised   -    -    - 
Warrants forfeited   -    -    - 
                
Outstanding, July 31, 2022   65,000,000    0.0024    105,000 
                
Warrants granted   -    -    - 
Warrants exercised   (50,000,000)   -    - 
Warrants forfeited   -    -    - 
                
Outstanding, July 31, 2023   15,000,000   $0.0024   $- 

 

Note 10 – COMMITMENTS AND CONTINGENCIES

 

On August 1, 2021, the Board of Directors approved compensation to Vikram Grover CEO of $10,000 per month, broken down as $2,500 cash $7,500 stock if the Company is not SEC current, and $5,000 cash $5,000 stock when brought SEC current. Mr. Grover can elect to take the entire amount in Series B Preferred shares priced off the 20-day moving average closing bid price of HMLA common stock (1-1000 ratio) upon written notice at any time.

 

During the years ended July 31, 2023 and 2022, the Company accrued $120,000 and $120,000 in compensation expense under this agreement, all of which has been converted into Series A Preferred stock and Series B Preferred stock.

 

Note 11 – SALE OF OIL AND GAS INTERESTS

 

On November 8, 2022, the Company reached an agreement with its former CEO to sell the Company’s interest in all of its crude oil and natural gas properties for $112,000, representing the amounts due to the Company’s prior CEO under loans and accrued compensation. The Company recognized a gain of $112,000 on the sale.

 

Note 12 – SUBSEQUENT EVENTS

 

Subsequent to July 31, 2023, 1800 Diagonal Lending LLC converted debt of $4,500 into 9,183,673 shares of the Company’s common stock.

 

On September 8, 2023, our CEO Vikram Grover converted $10,000 of accrued compensation into 333,333 Series A Preferred shares.

 

On September 26, 2023, our CEO Vikram Grover converted $5,000 of accrued compensation into 142,857 Series A Preferred shares.

 

On September 28, 2023, 1800 Diagonal Lending LLC converted debt of $3,600 into 9,729,730 shares of the Company’s common stock.

 

On September 28, 2023, our CEO Vikram Grover converted $2,500 of accrued compensation into 62,500 Series A Preferred shares.

 

On October 2, 2023, our CEO Vikram Grover converted $2,500 of accrued compensation into 68,571 Seres A Preferred shares.

 

F-19

 

 

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

 

None.

 

Item 9A. Controls and Procedures.

 

Evaluation of Disclosure Controls and Procedures

 

Disclosure controls and procedures are designed with an objective of ensuring that information required to be disclosed in our periodic reports filed with the Securities and Exchange Commission, such as this Annual Report on Form 10-K, is recorded, processed, summarized, and reported within the time periods specified by the Securities and Exchange Commission. Disclosure controls are also designed with an objective of ensuring that such information is accumulated and communicated to our management, including our chief executive officer, to allow timely consideration regarding required disclosures.

 

The evaluation of our disclosure controls by our Chief Executive Officer (our principal executive, financial and accounting officer) included a review of the controls’ objectives and design, the operation of the controls, and the effect of the controls on the information presented in this Annual Report. Our management, including our chief executive officer, does not expect that disclosure controls can or will prevent or detect all errors and all fraud, if any. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Also, projections of any evaluation of the disclosure controls and procedures to future periods are subject to the risk that the disclosure controls and procedures may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

 

As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer (our principal executive, financial and accounting officer), of the effectiveness of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934 as of the end of the period covered by this report. Based on that evaluation, our Principal Executive Officer and Principal Financial Officer have concluded that there were material weaknesses in our internal controls over Financial reporting as of July 31, 2023 and they were therefore not effective to ensure that information required to be disclosed by us in reports that we file or submit under the Securities Exchange Act of 1934 was recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. The material weaknesses in our controls and procedure were a lack adequate staffing and supervision within the accounting operations of our Company. Management does not believe that any of these weaknesses materially affected the results and accuracy of its financial statements. However, in view of this discovery of such weaknesses, management has begun a review to improve them.

 

MANAGEMENT’S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING.

 

Management is responsible for establishing and maintaining adequate internal control over financial reporting for the company in accordance as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal control over financial reporting is designed to provide reasonable assurance regarding the (i) effectiveness and efficiency of operations, (ii) reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles, and (iii) compliance with applicable laws and regulations. Our internal controls framework is based on the criteria set forth in the Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

 

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

 

Management’s assessment of the effectiveness of the small business issuer’s internal control over financial reporting is as of the year ended July 31, 2023. We believe that internal controls over financial reporting as set forth above shows some weaknesses and are not effective. We have identified certain weaknesses considering the nature and extent of our current operations and any risks or errors in financial reporting under current operations.

 

Under applicable rules of the Securities and Exchange Commission, as a “smaller reporting company” this Annual Report does not include an attestation report of the Company’s registered public accounting firm regarding internal control over financial reporting.

 

Item 9B. Other Information.

 

Not applicable.

 

8

 

 

PART III

 

Item 10. Directors, Executive Officers and Corporate Governance.

 

The following table sets forth the names and ages of the directors and executive officers of the Company as of the date of this Annual Report and the principal offices and positions with the Company held by each person. There are no family relationships among any of the directors and executive officers.

 

Name   Age   Position(s)
Vikram Grover   54   Chairman, CEO, President, CFO, Secretary

 

Vikram Grover has 29 years-experience on Wall Street as an equity research analyst, investment banker and consultant that has been advising, financing, and launching businesses for several years. He has worked at Thomas Weisel Partners Group, Inc. (now Stifel Nicolaus), Needham & Co., Source Capital Group, Inc. and Kaufman Bros., LLC in various capacities ranging from Director of Research, Senior Managing Director Investment Banking, and Managing Director Equity Research covering Telecommunications, Media, and Technology (TMT) companies. Prior to Himalaya Technologies, Inc. he was CEO of the first publicly traded eSports social site and tournament platform, Good Gaming. He is also the CEO of FOMO WORLDWIDE, INC. Mr. Grover has a Master of Science in Management (“MSM”) from the Georgia Institute of Technology (“Georgia Tech”), a BA in Marketing from the University of California San Diego (“UCSD”) and is a Chartered Financial Analyst (“CFA”).

 

Term of Office

 

All directors listed above will remain in office until the next annual meeting of our stockholders, and until their successors have been duly elected and qualified or until removed from office in accordance with our bylaws. There are no agreements with respect to the election of Directors. Other than stock options of various amounts, we have not compensated our directors for service on our Board of Directors, any committee thereof, or reimbursed for expenses incurred for attendance at meetings of our Board of Directors and/or any committee of our Board of directors. Executive Officers serve at the discretion of our Board of Directors. We do not have any standing committees. Our Board of Directors may in the future determine to pay directors’ fees and reimburse directors for expenses related to their activities.

 

Code of Ethics

 

As of the date of this Report, the Company had not adopted a Code of Ethics applicable to our principal executive officer and principal financial officer. The Company intends to adopt one in the current fiscal year ending July 31, 2024.

 

Item 11. Executive Compensation.

 

Other than an employment agreement with our CEO Vikram Grover (below), we have not entered into employment agreements with our executive officers and their compensation, if any, is determined at the discretion of our Board of Directors.

 

We do not offer retirement benefit plans to our executive officers, nor have we entered any contract, agreement, plan, or arrangement, whether written or unwritten, that provides for payments to a named executive officer at, or in connection with, the resignation, retirement or other termination of a named executive officer, or a change in control of the company or a change in the named executive officer’s responsibilities following a change in control. We do not have any standard arrangement for compensation of our directors for any services provided as director, including services for committee participation or for special assignments.

 

The Company does not have a compensation committee. Given the nature of the Company’s business, its limited stockholder base and the current composition of management, the board of directors does not believe that the Company requires a compensation committee at this time.

 

9

 

 

The following table summarizes all compensation recorded by us in 2021 and 2020 for our Chief Executive Officer, who is are only executive officer.

 

SUMMARY COMPENSATION TABLE

 

Name and Principal Position  Year   Salary
($)
   Bonus
($)
   Stock
Awards
($)
   Option
Awards
($)
   Non-Equity
Incentive Plan
Compensation
($)
   Nonqualified
Deferred
Compensation
($)
   All Other
Compensation
($)
   Total
($)
 
                                     
Vikram Grover, CEO   2023    120,000    0    0    0    0    0    0    120,000 
    2022    120,000    0    0    0                0            0              0    120,000 

 

Employment Agreement

 

The Company has an employment agreement with its Chief Executive Officer, Vikram Grover, effective August 1, 2021, compensating him $10,000 per month, including $5,000 in cash compensation if the Company is not current and $5,000 in cash compensation if current with its Exchange Act, with the balance due in restricted Series B Preferred shares. During 2023 and 2022, Mr. Grover converted $160,000 and $80,000 of his accrued compensation into Series A and B Preferred shares, respectively leaving amounts due to him on July 31, 2023 at $0.

 

Stock Option Plan

 

We do not have a stock option plan although we may adopt one or more such plans in the future.

 

Employee Pension, Profit Sharing, or other Retirement Plans

 

We do not have a defined benefit, pension plan, profit sharing or other retirement plan, although we may adopt one or more of such plans in the future.

 

10

 

 

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

 

The following table sets forth, as of the date of this Annual Report, certain information with respect to the Company’s common stock owned of record or beneficially by (a) each director and executive officer of the Company; (b) each person who owns beneficially more than five percent (5%) of each class of the Company’s outstanding common stock; and (c) all directors and executive officers as a group. The address of each of these individuals are c/o the Company, 831 W North Ave., Pittsburgh, PA 15233.

 

   Class A Preferred
Shares common shares
beneficially owned
  

Percentage of

beneficially
owned 2

 
Name and Address of Beneficial Owners 1          
Vikram P. Grover   238,888,850    37.99%
FOMO Corp.   184,000,000    29.26%
All beneficial holders as group (4 persons or entities)   422,888,850    67.26%

 

 

(1)

 

Represents shares of common stock issuable upon conversion of Series A Preferred Shares. Holders of Series A Preferred Shares vote on all matters presented to stockholders for a vote on an “as converted” basis together with our common stock as a single class, except as required by law.
     
  (2) Unless otherwise indicated, based on 205,791,975shares of common stock issued and outstanding as of the date of this Annual Report. Shares of common stock subject to options or warrants currently exercisable or exercisable within 60 days, are deemed outstanding for purposes of computing the percentage of the person holding such options or warrants but are not deemed outstanding for the purposes of computing the percentage of any other person.

 

   Class B Preferred
Shares common shares
beneficially owned
  

Percentage of

beneficially
owned 2

 
Name and Address of Beneficial Owners 1          
Vikram P. Grover   234,594,000    33.98%
FOMO Corp.   250,000,000    36.21%
All beneficial holders as group (4 persons or entities)   484,594,000    70.19%

 

 

(1)

 

Represents shares of common stock issuable upon conversion of Series B Preferred Shares. Holders of Series B Preferred Shares vote on all matters presented to stockholders for a vote on an “as converted” basis together with our common stock as a single class, except as required by law.
     
  (2) Unless otherwise indicated, based on 205,791,975 shares of common stock issued and outstanding as of the date of this Annual Report. Shares of common stock subject to options or warrants currently exercisable or exercisable within 60 days, are deemed outstanding for purposes of computing the percentage of the person holding such options or warrants but are not deemed outstanding for the purposes of computing the percentage of any other person.

 

Item 13. Certain Relationships and Related Transactions and Director Independence.

 

Related Party Transactions

 

None.

 

Director Independence

 

Our Common Stock is not quoted or listed on any national exchange or interdealer quotation system with a requirement that a majority of our board of directors be independent and therefore, the Company is not subject to any director independence requirements. Under NASDAQ Rule 5605(a)(2)(A), a director is not considered to be independent if he or she is also an executive officer or employee of the corporation. Under such definition our three officers and directors would not be considered an independent director.

 

Item 14. Principal Accountant Fees and Services.

 

Victor Mokuolu, CPA PLLC is our independent registered public accounting firm for the years ended July 31, 2023 and 2022.

 

   Year ended July 31, 
   2023   2022 
Audit Fees  $12,500   $6,500 
           
Audit-Related Fees  $-0-   $-0- 
           
Tax Fees  $-0-   $-0- 
           
All Other Fees  $-0-   $-0- 

 

Pre-Approval Policy

 

Our Board preapproved all services provided by our independent registered public accounting firm. For any non-audit or non-audit related services, the Board must conclude that such services are compatible with their independence as our independent registered public accounting firm.

 

11

 

 

PART IV

 

Item 15. Financial Statements and Exhibits.

 

  (a) The following documents are filed as part of this Report:

 

  (1) Financial Statements. The following consolidated financial statements and the report of our independent registered public accounting firm are filed as “Item 8. Financial Statements and Supplementary Data” of this Report:

 

Reports of Independent Registered Public Accounting Firms (PCAOB ID: 6771)

 

Consolidated Balance Sheets as of July 31, 2023 and 2022

 

Consolidated Statements of Operations for the years ended July 31, 2023 and 2022

 

Consolidated Statements of Stockholders’ Deficiency for the years ended July 31, 2023 and 2022

 

Consolidated Statements of Cash Flows for the years ended July 31, 2023 and 2022

 

Notes to Consolidated Financial Statements July 31, 2023 and 2022

 

  (2) Financial Statement Schedules

 

None.

 

12

 

  

  (3) Exhibits

 

Exhibit No.   Description
     
2.1**   Articles of Incorporation.
     
2.2**   Amendment to Articles of Incorporation
     
2.3**   Amendment to Articles of Incorporation
     
2.4**   By-laws
     
2.5*   Certificate of Designation Preferred A Convertible Stock
     
2.6*   Certificate of Designation Preferred B Convertible Stock
     
2.7*   Certificate of Designation Preferred C Convertible Stock
     
6.1***   Himalaya Technologies Sprecher Beverage Brewing Company Co-pack Agreement
     
6.2****   Brokerwebs Statement of Work – Stock Chat Room for Kanab Club
     
6.3*****   GS Capital Partners Loan Document June 29, 2021
     
6.4******   Asset Purchase Contract and Receipt dated October 22, 2022 (redacted)
     
31.1***   Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-14 and Rule 15d 14(a), promulgated under the Securities and Exchange Act of 1934, as Amended.
     
32.1***   Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
     
101.INS   Inline XBRL Instance Document
     
101.SCH   Inline XBRL Taxonomy Extension Schema Document
     
101.CAL   Inline XBRL Taxonomy Extension Calculation Link base Document
     
101.DEF   Inline XBRL Taxonomy Extension Definition Link base Document
     
101.LAB   Inline XBRL Taxonomy Extension Label Link base Document
     
101.PRE   Inline XBRL Taxonomy Extension Presentation Link base Document
     
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

*Incorporated by Reference to the exhibits to the Registrant’s Form 10-12G, filed January 18, 2022 File Number 000-55282

 

** Incorporated by Reference to the exhibits to the Registrant’s Form 10-12G, filed January 18, 2022 File Number 000-55282. Incorporated by reference to the exhibits to the registrant’s registration statement on Form SB-1 filed November 19, 2007, file number 333-147501. Incorporated by reference to the exhibits to the registrant’s registration statement on Form SB-1 filed November 19, 2007, file number 333-147501.

 

*** Incorporated by Reference to the exhibit to the Registrant’s Form 8-K/A filed June 1, 2022.

 

**** Incorporated by Reference to the exhibit to the Registrant’s Form 8-K filed August 22, 2022

 

*****Incorporated by Reference to exhibit 10.1 to the Registrant’s Form 8-K filed July 6, 2021.

 

****** Incorporated by Reference to exhibit 10.1 to the Registrant’s Form 8-K/A filed November 2, 2022.

 

Item 16. Form 10-K Summary

 

None.

 

13

 

 

SIGNATURES

 

In accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on the 27th day of October 2023.

 

  HIMALAYA TECHNOLOGIES, INC.
     
  By: /s/ Vikram Grover
    Vikram Grover, Chief Executive Officer and sole Director
(Principal Executive, Financial and Accounting Officer)

 

14

 

 

EXHIBIT 31.1

 

CERTIFICATION

 

I, Vikram Grover, Chairman of the Board (principal executive, financial and accounting officer) of Himalaya Technologies, Inc. certify that:

 

1. I have reviewed this report on Form 10-K of Himalaya Technologies, Inc.;

 

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4. I, as the registrant’s principal executive, financial and accounting officer, am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:

 

a. designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under my supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

b. designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

c. evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report my conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; an

 

d. disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

5. I, as the registrant’s principal executive, financial and accounting officer, have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

 

a. all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

b. any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Himalaya Technologies, Inc.

 

By: /s/ Vikram Grover  
  Vikram Grover  
  Chief Executive Officer  
  (principal executive, financial and accounting officer)  
  October 27, 2023  

 

 

 

 

EXHIBIT 32.1

 

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED

PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

In connection with the report of Himalaya Technologies, Inc. (the “Company”) on Form 10-K for the year ending July 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, as the Company’s principal executive, financial and accounting officer hereby certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to his knowledge:

 

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

Himalaya Technologies, Inc.

 

By: /s/ Vikram Grover  
  Vikram Grover  
  Chief Executive Officer  
  (principal executive, financial and accounting officer)  
  October 27, 2023  

 

/s/ Vikram Grover  
Vikram Grover  
Chief Financial Officer  
October 27, 2023  

 

 

 

v3.23.3
Cover - USD ($)
12 Months Ended
Jul. 31, 2023
Oct. 27, 2023
Cover [Abstract]    
Document Type 10-K  
Amendment Flag false  
Document Annual Report true  
Document Transition Report false  
Document Period End Date Jul. 31, 2023  
Document Fiscal Period Focus FY  
Document Fiscal Year Focus 2023  
Current Fiscal Year End Date --07-31  
Entity File Number 000-55282  
Entity Registrant Name HIMALAYA TECHNOLOGIES, INC.  
Entity Central Index Key 0001409624  
Entity Tax Identification Number 26-0841675  
Entity Incorporation, State or Country Code NV  
Entity Address, Address Line One 831 W North Ave.  
Entity Address, City or Town Pittsburgh  
Entity Address, State or Province PA  
Entity Address, Postal Zip Code 15233  
City Area Code (630)  
Local Phone Number 708-0750  
Entity Well-known Seasoned Issuer No  
Entity Voluntary Filers No  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Public Float $ 184,990  
Entity Common Stock, Shares Outstanding   205,791,975
Documents Incorporated by Reference [Text Block] None.  
ICFR Auditor Attestation Flag false  
Document Financial Statement Error Correction [Flag] false  
Auditor Name Victor Mokuolu, CPA PLLC  
Auditor Location Houston, Texas  
Auditor Firm ID 6771  
v3.23.3
Consolidated Balance Sheets - USD ($)
Jul. 31, 2023
Jul. 31, 2022
Current assets    
Cash $ 324 $ 4,141
Total current assets 324 4,141
Other assets:    
Investment in oil and gas properties
Investments 21,000 309,590
Website design 14,651 13,338
Total other assets 35,651 322,928
Total assets 35,975 327,069
Current liabilities    
Accounts payable and accrued expenses 277,478 293,856
Derivative liability 680,946 440,766
Loans payable due to non-related parties, net 162,025 151,500
Total current liabilities 1,161,606 1,020,744
Total liabilities 1,161,606 1,020,744
Stockholders’ deficit    
Common stock; $0.0001 par value authorized: 1,000,000,000 shares; issued and outstanding 186,878,572 and 147,201,861 18,688 14,720
Additional paid-in-capital 7,491,934 7,350,927
Accumulated deficit (8,637,251) (8,059,476)
Total stockholders’ deficit (1,125,631) (693,675)
Total liabilities and stockholders’ deficit 35,975 327,069
Preferred Class A [Member]    
Stockholders’ deficit    
Preferred stock value 846
Preferred Class B [Member]    
Stockholders’ deficit    
Preferred stock value 52 54
Preferred Class C [Member]    
Stockholders’ deficit    
Preferred stock value 100 100
Majority Shareholder [Member]    
Current liabilities    
Loan from related parties 96,400
Affiliated Entity [Member]    
Current liabilities    
Loan from related parties $ 41,157 $ 38,222
v3.23.3
Consolidated Balance Sheets (Parenthetical) - $ / shares
Jul. 31, 2023
Jul. 31, 2022
Common Stock, par value $ 0.0001 $ 0.0001
Common Stock, shares authorized 1,000,000,000 1,000,000,000
Common Stock, shares issued 186,878,572 147,201,861
Common stock, shares, outstanding 186,878,572 147,201,861
Preferred Class A [Member]    
Preferred stock, par value $ 0.0001 $ 0.0001
Preferred stock, shares authorized 130,000,000 130,000,000
Preferred stock, shares issued 8,457,777 0
Preferred stock, shares outstanding 8,457,777 0
Preferred Class B [Member]    
Preferred stock, par value $ 0.0001 $ 0.0001
Preferred stock, shares authorized 20,000,000 20,000,000
Preferred stock, shares issued 518,730 536,876
Preferred stock, shares outstanding 518,730 536,876
Preferred Class C [Member]    
Preferred stock, par value $ 0.0001 $ 0.0001
Preferred stock, shares authorized 1,000,000 1,000,000
Preferred stock, shares issued 1,000,000 1,000,000
Preferred stock, shares outstanding 1,000,000 1,000,000
v3.23.3
Consolidated Statement of Operations - USD ($)
12 Months Ended
Jul. 31, 2023
Jul. 31, 2022
Income Statement [Abstract]    
Operating revenue
Cost of revenue
Gross profit
Operating expenses:    
General and administrative 297,512 283,068
Amortization expense 4,687 2,663
Total operating expenses 302,199 285,731
Loss from operations (302,199) (285,731)
Other income (expenses)    
Interest expense (33,630) (22,986)
Derivative expense (64,937)
Change in derivative liability (209,603) 111,125
Investment loss (79,800)
Gain on sale of oil and gas properties 112,000
Other income 393 553
Total other income (expenses) (275,577) 88,692
Loss before income taxes (577,776) (197,039)
Provision for income taxes
Net income (loss) $ (577,776) $ (197,039)
Net income (loss) per share, basic $ (0.00) $ (0.00)
Net income (loss) per share, diluted $ (0.00) $ (0.00)
Weighted average common equivalent share outstanding, basic 157,911,455 130,845,920
Weighted average common equivalent share outstanding, diluted 157,911,455 130,845,920
v3.23.3
Consolidated Statement of Stockholders' Deficit - USD ($)
Common Stock [Member]
Preferred Stock [Member]
Preferred Class A [Member]
Preferred Stock [Member]
Preferred Class B [Member]
Preferred Stock [Member]
Preferred Class C [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
Preferred Class B [Member]
Total
Balance at Jul. 31, 2021 $ 9,773 $ 30 $ 100 $ 6,709,111 $ (7,862,437)   $ (1,143,423)
Balance, shares at Jul. 31, 2021 97,734,883 300,000 1,000,000        
Conversion of convertible debt $ 4,947 123,050   127,997
Conversion of convertible debt, shares 49,466,978              
Shares issued for services $ 2 39,198   39,200
Shares issued for services, shares     22,000          
Shares issued for accrued compensation $ 2 79,998   80,000
Shares issued for accrued compensation, shares     15,504          
Shares issued for investment $ 20 309,570   309,590
Shares issued for investment, shares     199,372          
Recognition of warrants 90,000   90,000
Net income (loss) (197,039)   (197,039)
Balance at Jul. 31, 2022 $ 14,720 $ 54 $ 100 7,350,927 (8,059,476)   (693,675)
Balance, shares at Jul. 31, 2022 147,201,861 536,876 1,000,000        
Conversion of convertible debt $ 3,968 60,641   64,609
Conversion of convertible debt, shares 39,676,711              
Shares issued for services, shares             99,686  
Shares issued for accrued compensation $ 478 $ 8 159,514   160,000
Shares issued for accrued compensation, shares   4,777,777 81,590          
Recognition of warrants 90,000   90,000
Net income (loss) (577,776)   (577,776)
Conversion of warrants $ 200 9,800   10,000
Conversion of warrants, shares   2,000,000            
Recission of investment in TAG $ (10) (119,830)   (119,840)
Recission of investment in TAG, shares     (99,686)          
Recission of investment in GenBio $ (10) (189,739)   (189,749)
Recission of investment in GenBio, shares     (99,686)          
Acquisition of investment in PTOP $ 168 100,632   100,800
Acquisition of investment in PTOP, shares   1,680,000            
Shares issued for debt forgiveness and advisory fees $ 10 29,990   30,000
Shares issued for debt forgiveness and advisory fees, shares     100,000          
Balance at Jul. 31, 2023 $ 18,688 $ 846 $ 52 $ 100 $ 7,491,934 $ (8,637,252)   $ (1,125,631)
Balance, shares at Jul. 31, 2023 186,878,572 8,457,777 518,730 1,000,000        
v3.23.3
Consolidated Statement of Cash Flows - USD ($)
12 Months Ended
Jul. 31, 2023
Jul. 31, 2022
Cash flows provided by (used for) operating activities:    
Net income (loss) $ (577,776) $ (197,039)
Adjustments to reconcile net loss to net cash provided by (used for) operating activities:    
Amortization expense 4,687 2,663
Gain on sale of oil and gas properties (112,000)
Change in derivative liability 209,603 (111,125)
Derivative expense 64,937
Amortization of debt discount 4,075
Shares/ Warrants issued for services 90,000 129,200
Shares issued for advisory fees 12,983  
Loss on investments 79,800
Increase (decrease) in assets and liabilities:    
Accounts payable 131,367 147,002
Accrued interest on loans payable 29,555
Net cash used for operating activities (62,769) (29,299)
Cash flows provided by (used for) Investing activities    
Payment of Website Design (6,000) (5,800)
Net cash provided by (used for) investing activities (6,000) (5,800)
Cash flows provided by (used for) Financing activities    
Payment of related party loan (20,863) (600)
Proceeds from loan from affiliate 50,815 11,222
Proceeds from non-related loans 35,000
Net cash provided by (used for) financing activities 64,952 10,622
Net (decrease) increase in cash (3,817) (24,477)
Cash, beginning of year 4,141 28,618
Cash, end of year 324 4,141
Supplemental disclosure of cash flow information    
Cash paid for interest
Cash paid for taxes
Preferred stock issued for accrued compensation 140,000
Common stock issued for debt 64,609 761,456
Conversion of warrants 10,000
Recission of investment in TAG 119,841 761,456
Recission of investment in GenBio $ 189,749 $ 761,456
v3.23.3
ORGANIZATION
12 Months Ended
Jul. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
ORGANIZATION

Note 1 – ORGANIZATION

 

Himalaya Technologies, Inc. (the “Company”) was incorporated under the laws of the State of Nevada on July 8, 2003. The Company’s principal historical activities had been the acquisition of a mineral property in the State of New Mexico. During the fiscal year ended July 31, 2010, the Company began to acquire working interests in a seismic exploration program as well as a drilling program in crude oil and natural gas properties in Oklahoma. Prior to July 31, 2019 the Company discontinued the exploration and drilling in Oklahoma and New Mexico. The Company had leases on two properties that were fully depleted prior to July 31, 2022. Over the past few years, the company generated approximately $1,500 per year of net revenue from these leases. During the year ended July 31, 2023, the Company reached an agreement with the Company’s prior CEO to distribute the oil leases in payment of loan from shareholder.

 

On June 28, 2021 the Company amended its Articles of Incorporation to change the name of the Company to “Himalaya Technologies, Inc.” from Homeland Resources Ltd.

 

The Company’s business plan includes completing its’ social site Kanab.Club targeting health and wellness based on the cannabis market, generating revenues from advertising and subscriptions, incorporating social media site into the site.

 

v3.23.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
12 Months Ended
Jul. 31, 2023
Accounting Policies [Abstract]  
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Note 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of Presentation

 

The accompanying financial statements were prepared in conformity with generally accepted accounting principles in the United States of America (“US GAAP”) and in conformity with the rules and regulation of the U.S. Securities and Exchange Commission (SEC).

 

Use of Estimates

 

The preparation of financial statements in conformity with US GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include accounts payable, the recoverability of long-term assets, and the valuation of derivative liabilities.

 

Consolidation

 

The consolidated financial statements include the accounts and operations of the Company, and its wholly owned subsidiary, KANAB CORP. All intercompany transactions and accounts have been eliminated in the consolidation.

 

Cash

 

Cash consists of deposits in two large national banks in the United States. The Company has not experienced any losses in such accounts and believes it is not exposed to any risks on its cash in bank accounts.

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

Fair Value of Financial Instruments

 

For certain of the Company’s financial instruments, including cash accounts payable, accrued liabilities, short-term debt, and derivative liability, the carrying amounts approximate their fair values due to their short maturities. We adopted ASC Topic 820, “Fair Value Measurements and Disclosures,”, which requires disclosure of the fair value of financial instruments held by the Company. ASC Topic 825, “Financial Instruments,” defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. The carrying amounts reported in the balance sheets for receivables and current liabilities each qualify as financial instruments and are a reasonable estimate of their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurements). The three levels of valuation hierarchy are defined as follows:

 

Level 1 input to the valuation methodology are quoted prices for identical assets or liabilities in active markets.

 

Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

 

Level 3 inputs to the valuation methodology are unobservable in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

 

The Company’s analyses of all financial instruments with features of both liabilities and equity under ASC 480, “Distinguishing Liabilities from Equity,” and ASC 815.

 

The Company has recorded the conversion option on notes as a derivative liability because of the variable conversion price, which in accordance with U.S. GAAP, prevents them from being considered as indexed to our stock and qualified for an exception to derivative accounting.

 

The Company recognizes derivative instruments as either assets or liabilities on the accompanying balance sheets at fair value. We record changes in the fair value of the derivatives in the accompanying statement of operations.

 

Assets and liabilities measured at fair value are as follows as of July 31, 2023:

 

   Total   Level 1   Level 2   Level 3 
Assets                    
Investments   21,000    21,000    -    - 
Total assets measured at fair value   21,000    21,000    -    - 
                     
Liabilities                
Derivative liability   680,946    -         -    680,946 
Total liabilities measured at fair value   680,946    -    -    680,946 

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

Assets and liabilities measured at fair value are as follows as of July 31, 2022:

 

   Total   Level 1   Level 2   Level 3 
Assets                    
Total assets measured at fair value   -    -    -    - 
                     
Liabilities                              
Derivative liability   440,766    -    -    440,766 
Total liabilities measured at fair value   440,766    -    -    440,766 

 

Earnings Per Share (EPS)

 

Basic EPS is computed by dividing income available to common shareholders by the weighted average number of common shares outstanding for the period. Diluted EPS is computed similar to basic net income per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if all the potential common shares, warrants and stock options had been issued and if the additional common shares were dilutive. Diluted EPS assumes that all dilutive convertible shares and stock options were converted or exercised. Dilution is computed by applying the treasury stock method for the outstanding options and the if-converted method for the outstanding convertible preferred shares. Under the treasury stock method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period. Under the if-converted method, convertible outstanding instruments are assumed to be converted into common stock at the beginning of the period (or at the time of issuance, if later). During the fiscal years ended July 31, 2023 and 2022, the Company generated no revenues and incurred substantial losses, of which the vast majority were due to mostly non-cash charges for accrued interest, penalties and derivative charges related to convertible debt instruments. Therefore, the effect of any common stock equivalents on EPS is anti-dilutive during those periods.

 

Income Taxes

 

The Company utilizes FASB Accounting Standards Codification (ASC) Topic 740, Income Taxes, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that were included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.

 

ASC 740 provides accounting and disclosure guidance about positions taken by an organization in its tax returns that might be uncertain. When tax returns are filed, it is likely that some positions taken would be sustained upon examination by the taxing authorities, while others are subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. The benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above is reflected as a liability for unrecognized tax benefits in the accompanying balance sheets along with any associated interest and penalties that would be payable to the taxing authorities upon examination. Interest associated with unrecognized tax benefits is classified as interest expense and penalties are classified in selling, general and administrative expenses in the statements of income.

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

On July 31, 2023 and 2022, the Company had not taken any significant uncertain tax positions on its tax returns for the period ended July 31, 2023 and prior years or in computing its tax provisions for any years. Prior management considered its tax positions and believed that all of the positions taken by the Company in its Federal and State tax returns were more likely than not to be sustained upon examination. The Company is subject to examination by U.S. Federal and State tax authorities from inception to present, generally for three years after they are filed. New management, which took control of the Company on June 21, 2021, is currently evaluating prior management’s decision to not file federal tax returns and plans on filing past returns and related 1099 filings for compensation paid to prior management, employees, consultants, contractors and affiliates. The Company does not believe it has a material tax liability due to its operating losses in these periods but is preparing tax filings to bring itself current as it completes and moves forward on announced mergers and acquisitions.

 

Concentration of Credit Risk

 

Cash is mainly maintained by one highly qualified institution in the United States. At various times, such amounts are more than federally insured limits. Management does not believe that the Company is subject to any unusual financial risk beyond the normal risk associated with commercial banking relationships. The Company has not experienced any losses on our deposits of cash.

 

Risks and Uncertainties

 

The Company is subject to risks from, among other things, competition associated with the industry in general, other risks associated with financing, liquidity requirements, rapidly changing customer requirements, limited operating history and the volatility of public markets.

 

Crude Oil and Natural Gas Properties

 

The Company follows the full cost accounting method to account for crude oil and natural gas properties, whereby costs incurred in the acquisition, exploration and development of crude oil and natural gas reserves are capitalized. Such costs include lease acquisition, geological and geophysical activities, rentals on non-producing leases, drilling, completing and equipping of crude oil and natural gas wells and administrative costs directly attributable to those activities and asset retirement costs. Disposition of crude oil and natural gas properties are accounted for as a reduction of capitalized costs, with no gain or loss recognized unless, such adjustment would significantly alter the relationship between capital costs and proved reserves of crude oil and natural gas, in which case the gain or loss is recognized to income.

 

The capitalized costs of crude oil and natural gas properties, excluding unevaluated and unproved properties, are amortized using the units-of-production method based on estimated proved recoverable crude oil and natural gas reserves. Amortization of unevaluated and unproved property costs begins when the properties become proved or their values become impaired. Impairment of unevaluated and unproved prospects is assessed periodically based on a variety of factors, including management’s intention with regard to future exploration and development of individually significant properties and the ability of the Company to obtain funds to finance such exploration and development.

 

Under full cost accounting rules for each cost center, capitalized costs of evaluated crude oil and natural gas properties, including asset retirement costs, less accumulated amortization and related deferred income taxes, may not exceed an amount (the “cost ceiling”) equal to the sum of (a) the present value of future net cash flows from estimated production of proved crude oil and natural gas reserves, based on current economic and operating conditions, discounted at 10%, plus (b) the cost of properties not being amortized, plus (c) the lower of cost or estimated fair value of any unproved properties included in the costs being amortized, less (d) any income tax effects related to differences between the book and tax basis of the properties involved. If capitalized costs exceed this limit, the excess is charged to earnings.

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

Given the volatility of crude oil and natural gas prices, it is reasonably possible that the estimate of discounted future net cash flows from proved crude oil and natural gas reserves could change in the near term. If crude oil and natural gas prices decline in the future, even if only for a short period of time, it is possible that additional impairments of crude oil and natural gas properties could occur. In addition, it is reasonably possible that additional impairments could occur if costs are incurred in excess of any increases in the present value of future net cash flows from proved crude oil and natural gas reserves, or if properties are sold for proceeds less than the discounted present value of the related proved crude oil and natural gas reserves.

 

The crude oil and gas properties were fully depleted prior to July 31, 2019.

 

During the year ended July 31, 2023, the Company reached an agreement with its former CEO to sell the Company’s interest in all of its crude oil and natural gas properties. The interest was sold on or around November 8, 2022.

 

Revenue Recognition

 

The Company recognizes revenues in accordance with Accounting Standards Codification (“ASC”) 606 – Contracts with Customers. Revenue from sales of products is recognized when the related performance obligation is satisfied. The Company’s performance obligation is satisfied upon the shipment or delivery of products to customers.

 

Stock-Based Compensation

 

The Company accounts for all stock-based compensation using a fair value-based method. The fair value of equity-classified awards granted to employees is estimated on the date of the grant using the Black-Scholes option-pricing model and the related stock-based compensation expense is recognized over the vesting period during which an employee is required to provide service in exchange for the award.

 

Intangible Assets

 

The Company’s intangible assets include the Kanab.Club website, which was developed for external use. The Company carries these intangibles at cost, less accumulated amortization. Amortization is recorded on a straight-line basis over the estimated useful lives, estimated to be 5 years. Costs that are incurred to produce the finished product after technological feasibility has been established are capitalized as an intangible asset. The company performs periodic reviews to ensure that unamortized program costs remain recoverable from future revenue.

 

Goodwill and Other Acquired Intangible Assets

 

The Company initially records goodwill and other acquired intangible assets at their estimated fair values and reviews these assets periodically for impairment. Goodwill represents the excess of the purchase price over the fair value of identifiable tangible and intangible assets acquired and liabilities assumed in a business combination and is tested at least annually for impairment, historically during our fourth quarter.

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

Derivative Liabilities

 

The Company assessed the classification of its derivative financial instruments as of July 31, 2023 and 2022, which consist of convertible instruments and warrants in the Company’s common stock and determined that such derivatives meet the criteria for liability classification under ASC 815.

 

ASC 815 generally provides three criteria that, if met, require companies to bifurcate conversion options from their host instruments and account for them as free-standing derivative financial instruments. These three criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument subject to the requirements of ASC 815. ASC 815 also provides an exception to this rule when the host instrument is deemed to be conventional, as described.

 

The Company uses judgment in determining the fair value of derivative liabilities at the date of issuance and at every balance sheet thereafter and in determining which valuation method is most appropriate for the instrument, the expected volatility, the implied risk-free interest rate, as well as the expected dividend rate, if any.

 

Recently Issued Accounting Pronouncements

 

In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40) – Accounting for Convertible Instruments and Contracts on an Entity’s Own Equity. The ASU simplifies accounting for convertible instruments by removing major separation models required under current GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for the exceptions. The ASU also simplifies the diluted net income per share calculation in certain areas. The new guidance is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, and early adoption is permitted. The Company is currently evaluating the impact of the adoption of the standard on the consolidated financial statements.

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

v3.23.3
GOING CONCERN
12 Months Ended
Jul. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
GOING CONCERN

Note 3 – GOING CONCERN

 

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate the continuation of the Company as a going concern. The Company reported an accumulated deficit of $8,637,251 as of July 31, 2023. The Company also had negative working capital of $1,161,282 on July 31, 2023 and had operating losses of $302,199 and $285,731 for the years ended July 31, 2023 and 2022, respectively. To date, these losses and deficiencies have been financed principally through the issuance of common stock, loans from related parties and loans from third parties.

 

In view of the matters described, there is substantial doubt as to the Company’s ability to continue as a going concern without a significant infusion of capital. We anticipate that we will have to raise additional capital to fund operations over the next 12 months. To the extent that we are required to raise additional funds to acquire properties, and to cover costs of operations, we intend to do so through additional offerings of debt or equity securities. There are no commitments or arrangements for other offerings in place, no guaranties that any such financings would be forthcoming, or as to the terms of any such financings. Any future financing may involve substantial dilution to existing investors.

 

v3.23.3
ACQUISITION OF KANAB CORP
12 Months Ended
Jul. 31, 2023
Business Combination and Asset Acquisition [Abstract]  
ACQUISITION OF KANAB CORP

Note 4 – ACQUISITION OF KANAB CORP.

 

On July 31, 2021, the Company acquired 100% interest in KANAB CORP., a cannabis information services company operating a website Kanab.Club (https://www.kanab.club/). KANAB CORP.’s business plan includes completing its social site targeting health and wellness products and services in the cannabis market, generating revenues from advertising and subscriptions, incorporating social media site into the site, and marketing health and wellness products targeting consumers. KANAB CORP. is a development stage company that does not offer e-commerce services at this time, nor do we touch the cannabis plant and, given these matters, do not believe regulatory oversight or rules of law are a risk factor to the business. As consideration for the purchase, we issued 300,000 shares of Class B preferred stock. As KANAB CORP. was acquired from the Company’s Chief Executive Officer and a company controlled by the Company’s Chief Executive Office, the Company has accounted for the acquisition as an acquisition under common control, recorded at cost. The historical value of the development costs at acquisition for the website design was $11,500. Although KANAB CORP. has not generated any revenues, it has developed a website that is currently active and generating traffic. Subsequent to the acquisition, additional expenses were incurred in further enhancing the Kanab.Club website.

 

The following summarizes the acquired intangible assets:

 

   July 31,   July 31, 
   2023   2022 
Intangible assets  $23,800   $17,800 
Accumulated amortization   (9,149)   (4,462)
Intangible assets- net  $14,651   $13,338 

 

v3.23.3
INVESTMENTS
12 Months Ended
Jul. 31, 2023
Investments, All Other Investments [Abstract]  
INVESTMENTS

Note 5 - INVESTMENTS

 

On November 28, 2021 the Company executed a 19.9% stock purchase with GenBio, Inc. (“GenBio”) a provider of nutraceutical products and services based on proprietary biotechnology that fight inflammation and high blood pressure. The Company issued 99,686 series B Preferred shares of stock for 2,036,188 common shares of GenBio, Inc., representing 19.9% ownership. Based on a stock price at closing of .0019 and 99,685,794 common stock equivalents, this valued the investment at $189,749. On May 16, 2023, the Company unwound its investment in GenBio, and subsequently received back 99,686 series B Preferred shares of stock.

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

On January 1, 2022, the Company executed a 19.9% stock purchase with The Agrarian Group LLC (“TAG”), a provider of digital intelligence “AgtechDi” software designed from its granted patents to optimize the food supply chain by increasing food safety and profitability for growers who operate vertical farms, greenhouses, converted shipping containers, and other forms of controlled environment agriculture. TAG is focusing its technology on the broad produce market, but in the future may offer it to cannabis cultivators. TAG is a software platform and will never touch the cannabis plant, eliminating regulatory risk, in our view. Under the Investment Agreement, the Company issued TAG 99,686 Series B Preferred shares in exchange for 1,242,000 Class A Membership units of TAG. Based on a stock price at closing of .0012 and 99,868,000 common stock equivalents, this values the investment at $119,841. On April 3, 2023, the Company unwound its’ investment in TAG, and received back 99,686 series B Preferred shares of stock.

 

On June 12, 2023, the Company purchased 210,000,000 common shares of Peer-to-Peer Network (OTC: PTOP) from FOMO WORLDWIDE, INC. (OTC: FOMC) by issuing FOMO WORLDWIDE, INC. 1,680,000 Series A Preferred shares. The fair value of the PTOP shares received was $63,000, and the as if converted value of our Series A Preferred shares was $100,800. A loss of $37,800 was thus recorded on acquisition. At July 31, 2023, the value of the investment in PTOP was $21,000.

 

The following summarizes the Company’s investments:

 

   2023   2022 
   July 31, 
   2023   2022 
GenBio, Inc.  $-   $189,749 
The Agrarian Group LLC   -    119,841 
Peer to Peer Network   21,000    - 
Investments  $21,000   $309,590 

 

v3.23.3
LOANS PAYABLE DUE TO RELATED PARTIES
12 Months Ended
Jul. 31, 2023
Related Party Transactions [Abstract]  
LOANS PAYABLE DUE TO RELATED PARTIES

Note 6 – LOANS PAYABLE DUE TO RELATED PARTIES

 

As of July 31, 2023 and 2022, the Company’s former chief executive officer had an outstanding balance of $0 and $96,400, respectively. The loan was non-interest bearing and due on demand. The loan was retired during the year ended July 31, 2023 through the sale of the Company’s oil and gas interests to the note holder.

 

On June 28, 2021, the Company received a loan of $25,000 from FOMO WORLWIDE, INC. (“FOMO”), a related party. At July 31, 2023 and 2022, the loan balance was $58,174 and $38,222, respectively. The convertible note for FOMO WORLDWIDE, INC. converts at a price of 30% of the average of the two lowest trading prices for the twenty (20) days prior to and including the date of notice of conversion. The number of shares that the loan can be converted into depends on the trading price at the time of conversion. The convertible note was originally due on December 25, 2021. This maturity has been extended, most recently on October 10, 2022, to December 31, 2023 and FOMO waived all default provisions under section 8 (a) through (n). All other provisions of the loan remain in effect.

 

On May 10, 2023, the Company sold 100% of KANAB CORP. from Himalaya for partial forgiveness of $17,017 loaned to the business on June 28, 2021 and as amended on November 9, 2021 and September 1, 2022. The transaction was subsequently unwound on June 15, 2023 thereby returning 100% of KANAB CORP. to the Company. The loan reduction remained, and the Company issued 100,000 Series B Preferred stock for the return of Kanab Club.

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

v3.23.3
CONVERTIBLE NOTE PAYABLES
12 Months Ended
Jul. 31, 2023
Debt Disclosure [Abstract]  
CONVERTIBLE NOTE PAYABLES

Note 7 - CONVERTIBLE NOTE PAYABLES

 

The Company had convertible note payables with two third parties with stated interest rates ranging between 10% and 12% and 22% default interest not including penalties. These notes have a conversion feature such that the Company could not ensure it would have adequate authorized shares to meet all possible conversion demands; accordingly, the conversion option has been treated as a derivative liability in the accompanying financial statements. As of July 31, 2023, the Company had the following third-party convertible notes outstanding:

 

Lender  Origination  Maturity  July 31, 2023   July 31, 2022   Interest 
                   
GS Capital Partners LLC  6/29/21  6/29/22  $145,500   $151,500    24%
1800 Diagonal Lending LLC  8/15/22  8/15/23   16,700    -    8%
          162,200   $151,500      

 

The convertible note for GS Capital Partners LLC converts at a price of 60% of the lowest trading price for the twenty (20) days prior to and including the date of notice of conversion. The number of shares that the loan can be converted into depends on the trading price at the time of conversion. At July 31, 2023, the note theoretically would convert into 404,166,667 common shares.

 

On August 15, 2022, the Company entered into a convertible note agreement 1800 Diagonal Lending LLC for $39,250, due on August 15, 2023 and bearing interest at 8%. The convertible note is convertible at 61% multiplied by the lowest trading price for the common stock during the ten-trading day period ending on the latest complete trading day prior to the conversion date. At July 31, 2023, the note theoretically would convert into 34,221,311 common shares.

 

In connection with the convertible note with 1800 Diagonal Lending LLC, the note contained an original issue discount (“OID”) of $4,250. During the year ended July 31, 2023, $4,075 of this discount has been amortized as interest expense.

 

During the year ended July 31, 2023, third-party lenders converted $64,609 of principal and interest into 39,676,711 shares of common stock.

 

During the year ended July 31, 2022, third-party lenders converted $127,997 of principal and interest into 49,466,978 shares of common stock.

 

The variables used for the Black-Scholes model are as listed below:

 

    July 31,2023   July 31, 2022
         
  Volatility: 333%   Volatility: 355%
         
  Risk free rate of return: 5.40%   Risk free rate of return: 2.98%
         
  Expected term: 1 year   Expected term: 1 year

 

v3.23.3
INCOME TAXES
12 Months Ended
Jul. 31, 2023
Income Tax Disclosure [Abstract]  
INCOME TAXES

Note 8 – INCOME TAXES

 

The Company did not file its federal tax returns for fiscal years from 2012 through 2022. Management at year-end 2023 and 2022 believed that it should not have any material impact on the Company’s financials because the Company did not have any tax liabilities due to net loss incurred during these years.

 

Based on the available information and other factors, management believes it is more likely than not that any potential net deferred tax assets on July 31, 2023 and 2022 will not be fully realizable.

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

v3.23.3
STOCKHOLDERS ‘EQUITY
12 Months Ended
Jul. 31, 2023
Equity [Abstract]  
STOCKHOLDERS ‘EQUITY

Note 9 – STOCKHOLDERS ‘EQUITY

 

Common Stock

 

During the year ended July 31, 2023, third-party lenders converted $64,609 of principal and interest into 39,676,711 shares of common stock.

 

During the year ended July 31, 2022, third-party lenders converted $127,997 of principal and interest into 49,466,978 shares of common stock.

 

Preferred Stock

 

The preferred shares are in three classes:

 

  Class A shares which, 130,000,000 authorized are convertible into 50 shares of common shares for each share, these shares have voting rights of 1 vote per share. At July 31, 2023 and 2022, there were 8,457,777 and 0 shares issued and outstanding which equates into 422,888,850 and 0 votes, respectively.
     
  Class B shares, 20,000,000 authorized, which are convertible into 1,000 shares of common shares for each share, these shares have voting rights of 1,000 votes per share. At July 31, 2023 and 2022, there were 518,730 and 536,876 shares issued and outstanding which equates into 518,730,000 and 536,876,000 votes, respectively.
     
  Class C shares, 1,000,000 authorized, which are convertible into 1 share of common shares for each share. These shares have voting rights of 100,000 votes per share. At July 31, 2023 and 2022 there were 1,000,000 shares outstanding which equates into 100,000,000,000 votes. These shares represent the controlling votes of the Company. These shares are all issued to the Company CEO. There are 99,000,000 shares of preferred shares authorized that have not been assigned a class at this time for future requirements.

 

During the year ended July 31, 2023, the Company issued 4,777,777 shares of Class B Preferred and 81,590 shares of Class B Preferred to the Company’s CEO for the conversion of accrued compensation of $160,000.

 

During the year ended July 31, 2023, the Company issued 1,680,000 of Series A Preferred shares to acquire 210,000,000 common shares of Peer to Peer Network (OTC: PTOP) from FOMO WORLDWIDE, INC. (OTC: FOMC). The fair value of the PTOP shares received was $63,000, and the as if converted value of our Series A Preferred shares was $100,800. A loss of $37,800 was thus recorded on acquisition.

 

During the year ended July 31, 2023, the Company agreed for the unwinding of its investment in TAG. As such, the Company returned its membership interests and TAG agreed to return 99,686 shares of Series B Preferred shares to the Company.

 

During the year ended July 31, 2023, the Company unwound its investment in TAG, and received back 99,686 series B Preferred shares of stock.

 

During the year ended July 31, 2023, issued 100,000 Series B Preferred stock to FOMO WORLDWIDE for partial forgiveness of monies loaned to the business.

 

During the year ended July 31, 2022, the Company issued 22,000 shares of Class B Preferred for services. These shares were valued at the value of the as-if converted common shares on the date of issuance.

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

During the year ended July 31, 2022, the Company issued 15,504 shares of Class B Preferred to the Company’s CEO for the conversion of accrued compensation of $80,000.

 

On November 28, 2021 the Company issued 99,686 series B preferred shares of its stock for 2,036,188 common shares of GenBio, Inc., representing 19.9% ownership. GenBio, Inc is a biotechnology company that researches natural products that act on new molecular pathways, primarily to suppress inflammation at critical points in these biochemical pathways. This investment was unwound in during the three months ended July 31, 2023.

 

On January 1, 2022, the Company issued 99,686 series B preferred shares of its’ stock for 1,242,000 Member Interests of The Agrarian Group, LLC (“TAG”) representing 19.9% ownership. This investment was unwound in during the three months ended July 31, 2023.

 

Warrants

 

On June 22, 2021, the Company issued 50,000,000 warrants with a five-year expiration and $.0001 exercise price to FOMO CORP. as a deposit for the purchase of KANAB CORP. The warrants were canceled and reissued during the year ended July 31, 2023.

 

On June 29, 2021, the Company issued 15,000,000 warrants to GS Capital Group as part of the convertible debenture financing to fund operations. These warrants have a three-year expiration and a strike price of $0.01

 

On June 28, 2021, the Company issued 50,000,000 warrants with a five-year expiration and $.0001 exercise price to FOMO Advisors LLC for future advisory services.

 

The Company estimates the fair value of each award on the date of grant using a Black-Scholes option valuation model that uses the assumptions noted in the table below. Since Black-Scholes option valuation models incorporate ranges of assumptions for inputs, those ranges are disclosed. Expected volatilities are based on the historical volatility of the Company’s stock. The Company uses historical data to estimate award exercise and employee termination within the valuation model, whereby separate groups of employees that have similar historical exercise behavior are considered separately for valuation purposes. The expected term of granted awards is derived from the output of the option valuation model and represents the period of time that granted awards are expected to be outstanding; the range given below results from certain groups of employees exhibiting different behavior. The risk-free rate for periods within the contractual life of the award is based on the U.S. Treasury yield curve in effect at the time of grant.

 

These FOMO Advisors LLC warrants were valued at $450,000 and are being recognized over the life of the agreement. At July 31, 2022, the Company had recognized $99,616 and $350,384 was unrecognized.

 

During the quarter ended April 30, 2023, FOMO Advisors, LLC exercised 100,000,000 warrants to purchase two million (2,000,000) Series A Preferred shares of the Company which convert 1-50 into common stock and vote on an as converted basis. For the purchase, FOMO used $10,000 consideration of its credit line made available to us since June 2021.

 

The following are the assumptions utilized in valuing the warrants:

 

Volatility   465%
Expected life   5 years 
Risk free rate   3%
Dividend yield   0%

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

The following table sets forth common share purchase warrants outstanding as of July 31, 2023 and 2022:

 

      

Weighted

Average

   Intrinsic 
   Warrants   Exercise Price   Value 
Outstanding, July 31, 2021   65,000,000    0.0024    430,000 
                
Warrants granted   -    -    - 
Warrants exercised   -    -    - 
Warrants forfeited   -    -    - 
                
Outstanding, July 31, 2022   65,000,000    0.0024    105,000 
                
Warrants granted   -    -    - 
Warrants exercised   (50,000,000)   -    - 
Warrants forfeited   -    -    - 
                
Outstanding, July 31, 2023   15,000,000   $0.0024   $- 

 

v3.23.3
COMMITMENTS AND CONTINGENCIES
12 Months Ended
Jul. 31, 2023
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS AND CONTINGENCIES

Note 10 – COMMITMENTS AND CONTINGENCIES

 

On August 1, 2021, the Board of Directors approved compensation to Vikram Grover CEO of $10,000 per month, broken down as $2,500 cash $7,500 stock if the Company is not SEC current, and $5,000 cash $5,000 stock when brought SEC current. Mr. Grover can elect to take the entire amount in Series B Preferred shares priced off the 20-day moving average closing bid price of HMLA common stock (1-1000 ratio) upon written notice at any time.

 

During the years ended July 31, 2023 and 2022, the Company accrued $120,000 and $120,000 in compensation expense under this agreement, all of which has been converted into Series A Preferred stock and Series B Preferred stock.

 

v3.23.3
SALE OF OIL AND GAS INTERESTS
12 Months Ended
Jul. 31, 2023
Sale Of Oil And Gas Interests  
SALE OF OIL AND GAS INTERESTS

Note 11 – SALE OF OIL AND GAS INTERESTS

 

On November 8, 2022, the Company reached an agreement with its former CEO to sell the Company’s interest in all of its crude oil and natural gas properties for $112,000, representing the amounts due to the Company’s prior CEO under loans and accrued compensation. The Company recognized a gain of $112,000 on the sale.

 

v3.23.3
SUBSEQUENT EVENTS
12 Months Ended
Jul. 31, 2023
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

Note 12 – SUBSEQUENT EVENTS

 

Subsequent to July 31, 2023, 1800 Diagonal Lending LLC converted debt of $4,500 into 9,183,673 shares of the Company’s common stock.

 

On September 8, 2023, our CEO Vikram Grover converted $10,000 of accrued compensation into 333,333 Series A Preferred shares.

 

On September 26, 2023, our CEO Vikram Grover converted $5,000 of accrued compensation into 142,857 Series A Preferred shares.

 

On September 28, 2023, 1800 Diagonal Lending LLC converted debt of $3,600 into 9,729,730 shares of the Company’s common stock.

 

On September 28, 2023, our CEO Vikram Grover converted $2,500 of accrued compensation into 62,500 Series A Preferred shares.

 

On October 2, 2023, our CEO Vikram Grover converted $2,500 of accrued compensation into 68,571 Seres A Preferred shares.

v3.23.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
12 Months Ended
Jul. 31, 2023
Accounting Policies [Abstract]  
Basis of Presentation

Basis of Presentation

 

The accompanying financial statements were prepared in conformity with generally accepted accounting principles in the United States of America (“US GAAP”) and in conformity with the rules and regulation of the U.S. Securities and Exchange Commission (SEC).

 

Use of Estimates

Use of Estimates

 

The preparation of financial statements in conformity with US GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include accounts payable, the recoverability of long-term assets, and the valuation of derivative liabilities.

 

Consolidation

Consolidation

 

The consolidated financial statements include the accounts and operations of the Company, and its wholly owned subsidiary, KANAB CORP. All intercompany transactions and accounts have been eliminated in the consolidation.

 

Cash

Cash

 

Cash consists of deposits in two large national banks in the United States. The Company has not experienced any losses in such accounts and believes it is not exposed to any risks on its cash in bank accounts.

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

Fair Value of Financial Instruments

Fair Value of Financial Instruments

 

For certain of the Company’s financial instruments, including cash accounts payable, accrued liabilities, short-term debt, and derivative liability, the carrying amounts approximate their fair values due to their short maturities. We adopted ASC Topic 820, “Fair Value Measurements and Disclosures,”, which requires disclosure of the fair value of financial instruments held by the Company. ASC Topic 825, “Financial Instruments,” defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. The carrying amounts reported in the balance sheets for receivables and current liabilities each qualify as financial instruments and are a reasonable estimate of their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurements). The three levels of valuation hierarchy are defined as follows:

 

Level 1 input to the valuation methodology are quoted prices for identical assets or liabilities in active markets.

 

Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

 

Level 3 inputs to the valuation methodology are unobservable in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

 

The Company’s analyses of all financial instruments with features of both liabilities and equity under ASC 480, “Distinguishing Liabilities from Equity,” and ASC 815.

 

The Company has recorded the conversion option on notes as a derivative liability because of the variable conversion price, which in accordance with U.S. GAAP, prevents them from being considered as indexed to our stock and qualified for an exception to derivative accounting.

 

The Company recognizes derivative instruments as either assets or liabilities on the accompanying balance sheets at fair value. We record changes in the fair value of the derivatives in the accompanying statement of operations.

 

Assets and liabilities measured at fair value are as follows as of July 31, 2023:

 

   Total   Level 1   Level 2   Level 3 
Assets                    
Investments   21,000    21,000    -    - 
Total assets measured at fair value   21,000    21,000    -    - 
                     
Liabilities                
Derivative liability   680,946    -         -    680,946 
Total liabilities measured at fair value   680,946    -    -    680,946 

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

Assets and liabilities measured at fair value are as follows as of July 31, 2022:

 

   Total   Level 1   Level 2   Level 3 
Assets                    
Total assets measured at fair value   -    -    -    - 
                     
Liabilities                              
Derivative liability   440,766    -    -    440,766 
Total liabilities measured at fair value   440,766    -    -    440,766 

 

Earnings Per Share (EPS)

Earnings Per Share (EPS)

 

Basic EPS is computed by dividing income available to common shareholders by the weighted average number of common shares outstanding for the period. Diluted EPS is computed similar to basic net income per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if all the potential common shares, warrants and stock options had been issued and if the additional common shares were dilutive. Diluted EPS assumes that all dilutive convertible shares and stock options were converted or exercised. Dilution is computed by applying the treasury stock method for the outstanding options and the if-converted method for the outstanding convertible preferred shares. Under the treasury stock method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period. Under the if-converted method, convertible outstanding instruments are assumed to be converted into common stock at the beginning of the period (or at the time of issuance, if later). During the fiscal years ended July 31, 2023 and 2022, the Company generated no revenues and incurred substantial losses, of which the vast majority were due to mostly non-cash charges for accrued interest, penalties and derivative charges related to convertible debt instruments. Therefore, the effect of any common stock equivalents on EPS is anti-dilutive during those periods.

 

Income Taxes

Income Taxes

 

The Company utilizes FASB Accounting Standards Codification (ASC) Topic 740, Income Taxes, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that were included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.

 

ASC 740 provides accounting and disclosure guidance about positions taken by an organization in its tax returns that might be uncertain. When tax returns are filed, it is likely that some positions taken would be sustained upon examination by the taxing authorities, while others are subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. The benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above is reflected as a liability for unrecognized tax benefits in the accompanying balance sheets along with any associated interest and penalties that would be payable to the taxing authorities upon examination. Interest associated with unrecognized tax benefits is classified as interest expense and penalties are classified in selling, general and administrative expenses in the statements of income.

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

On July 31, 2023 and 2022, the Company had not taken any significant uncertain tax positions on its tax returns for the period ended July 31, 2023 and prior years or in computing its tax provisions for any years. Prior management considered its tax positions and believed that all of the positions taken by the Company in its Federal and State tax returns were more likely than not to be sustained upon examination. The Company is subject to examination by U.S. Federal and State tax authorities from inception to present, generally for three years after they are filed. New management, which took control of the Company on June 21, 2021, is currently evaluating prior management’s decision to not file federal tax returns and plans on filing past returns and related 1099 filings for compensation paid to prior management, employees, consultants, contractors and affiliates. The Company does not believe it has a material tax liability due to its operating losses in these periods but is preparing tax filings to bring itself current as it completes and moves forward on announced mergers and acquisitions.

 

Concentration of Credit Risk

Concentration of Credit Risk

 

Cash is mainly maintained by one highly qualified institution in the United States. At various times, such amounts are more than federally insured limits. Management does not believe that the Company is subject to any unusual financial risk beyond the normal risk associated with commercial banking relationships. The Company has not experienced any losses on our deposits of cash.

 

Risks and Uncertainties

Risks and Uncertainties

 

The Company is subject to risks from, among other things, competition associated with the industry in general, other risks associated with financing, liquidity requirements, rapidly changing customer requirements, limited operating history and the volatility of public markets.

 

Crude Oil and Natural Gas Properties

Crude Oil and Natural Gas Properties

 

The Company follows the full cost accounting method to account for crude oil and natural gas properties, whereby costs incurred in the acquisition, exploration and development of crude oil and natural gas reserves are capitalized. Such costs include lease acquisition, geological and geophysical activities, rentals on non-producing leases, drilling, completing and equipping of crude oil and natural gas wells and administrative costs directly attributable to those activities and asset retirement costs. Disposition of crude oil and natural gas properties are accounted for as a reduction of capitalized costs, with no gain or loss recognized unless, such adjustment would significantly alter the relationship between capital costs and proved reserves of crude oil and natural gas, in which case the gain or loss is recognized to income.

 

The capitalized costs of crude oil and natural gas properties, excluding unevaluated and unproved properties, are amortized using the units-of-production method based on estimated proved recoverable crude oil and natural gas reserves. Amortization of unevaluated and unproved property costs begins when the properties become proved or their values become impaired. Impairment of unevaluated and unproved prospects is assessed periodically based on a variety of factors, including management’s intention with regard to future exploration and development of individually significant properties and the ability of the Company to obtain funds to finance such exploration and development.

 

Under full cost accounting rules for each cost center, capitalized costs of evaluated crude oil and natural gas properties, including asset retirement costs, less accumulated amortization and related deferred income taxes, may not exceed an amount (the “cost ceiling”) equal to the sum of (a) the present value of future net cash flows from estimated production of proved crude oil and natural gas reserves, based on current economic and operating conditions, discounted at 10%, plus (b) the cost of properties not being amortized, plus (c) the lower of cost or estimated fair value of any unproved properties included in the costs being amortized, less (d) any income tax effects related to differences between the book and tax basis of the properties involved. If capitalized costs exceed this limit, the excess is charged to earnings.

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

Given the volatility of crude oil and natural gas prices, it is reasonably possible that the estimate of discounted future net cash flows from proved crude oil and natural gas reserves could change in the near term. If crude oil and natural gas prices decline in the future, even if only for a short period of time, it is possible that additional impairments of crude oil and natural gas properties could occur. In addition, it is reasonably possible that additional impairments could occur if costs are incurred in excess of any increases in the present value of future net cash flows from proved crude oil and natural gas reserves, or if properties are sold for proceeds less than the discounted present value of the related proved crude oil and natural gas reserves.

 

The crude oil and gas properties were fully depleted prior to July 31, 2019.

 

During the year ended July 31, 2023, the Company reached an agreement with its former CEO to sell the Company’s interest in all of its crude oil and natural gas properties. The interest was sold on or around November 8, 2022.

 

Revenue Recognition

Revenue Recognition

 

The Company recognizes revenues in accordance with Accounting Standards Codification (“ASC”) 606 – Contracts with Customers. Revenue from sales of products is recognized when the related performance obligation is satisfied. The Company’s performance obligation is satisfied upon the shipment or delivery of products to customers.

 

Stock-Based Compensation

Stock-Based Compensation

 

The Company accounts for all stock-based compensation using a fair value-based method. The fair value of equity-classified awards granted to employees is estimated on the date of the grant using the Black-Scholes option-pricing model and the related stock-based compensation expense is recognized over the vesting period during which an employee is required to provide service in exchange for the award.

 

Intangible Assets

Intangible Assets

 

The Company’s intangible assets include the Kanab.Club website, which was developed for external use. The Company carries these intangibles at cost, less accumulated amortization. Amortization is recorded on a straight-line basis over the estimated useful lives, estimated to be 5 years. Costs that are incurred to produce the finished product after technological feasibility has been established are capitalized as an intangible asset. The company performs periodic reviews to ensure that unamortized program costs remain recoverable from future revenue.

 

Goodwill and Other Acquired Intangible Assets

Goodwill and Other Acquired Intangible Assets

 

The Company initially records goodwill and other acquired intangible assets at their estimated fair values and reviews these assets periodically for impairment. Goodwill represents the excess of the purchase price over the fair value of identifiable tangible and intangible assets acquired and liabilities assumed in a business combination and is tested at least annually for impairment, historically during our fourth quarter.

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

Derivative Liabilities

Derivative Liabilities

 

The Company assessed the classification of its derivative financial instruments as of July 31, 2023 and 2022, which consist of convertible instruments and warrants in the Company’s common stock and determined that such derivatives meet the criteria for liability classification under ASC 815.

 

ASC 815 generally provides three criteria that, if met, require companies to bifurcate conversion options from their host instruments and account for them as free-standing derivative financial instruments. These three criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument subject to the requirements of ASC 815. ASC 815 also provides an exception to this rule when the host instrument is deemed to be conventional, as described.

 

The Company uses judgment in determining the fair value of derivative liabilities at the date of issuance and at every balance sheet thereafter and in determining which valuation method is most appropriate for the instrument, the expected volatility, the implied risk-free interest rate, as well as the expected dividend rate, if any.

 

Recently Issued Accounting Pronouncements

Recently Issued Accounting Pronouncements

 

In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40) – Accounting for Convertible Instruments and Contracts on an Entity’s Own Equity. The ASU simplifies accounting for convertible instruments by removing major separation models required under current GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for the exceptions. The ASU also simplifies the diluted net income per share calculation in certain areas. The new guidance is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, and early adoption is permitted. The Company is currently evaluating the impact of the adoption of the standard on the consolidated financial statements.

v3.23.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)
12 Months Ended
Jul. 31, 2023
Accounting Policies [Abstract]  
SCHEDULE OF FAIR VALUE OF ASSETS AND LIABILITIES

The Company recognizes derivative instruments as either assets or liabilities on the accompanying balance sheets at fair value. We record changes in the fair value of the derivatives in the accompanying statement of operations.

 

Assets and liabilities measured at fair value are as follows as of July 31, 2023:

 

   Total   Level 1   Level 2   Level 3 
Assets                    
Investments   21,000    21,000    -    - 
Total assets measured at fair value   21,000    21,000    -    - 
                     
Liabilities                
Derivative liability   680,946    -         -    680,946 
Total liabilities measured at fair value   680,946    -    -    680,946 

 

 

Himalaya Technologies, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 31, 2023 AND 2022

 

Assets and liabilities measured at fair value are as follows as of July 31, 2022:

 

   Total   Level 1   Level 2   Level 3 
Assets                    
Total assets measured at fair value   -    -    -    - 
                     
Liabilities                              
Derivative liability   440,766    -    -    440,766 
Total liabilities measured at fair value   440,766    -    -    440,766 
v3.23.3
ACQUISITION OF KANAB CORP (Tables)
12 Months Ended
Jul. 31, 2023
Business Combination and Asset Acquisition [Abstract]  
SCHEDULE OF ACQUIRED INTANGIBLE ASSETS

The following summarizes the acquired intangible assets:

 

   July 31,   July 31, 
   2023   2022 
Intangible assets  $23,800   $17,800 
Accumulated amortization   (9,149)   (4,462)
Intangible assets- net  $14,651   $13,338 
v3.23.3
INVESTMENTS (Tables)
12 Months Ended
Jul. 31, 2023
Investments, All Other Investments [Abstract]  
SCHEDULE OF COMPANY’S INVESTMENTS

The following summarizes the Company’s investments:

 

   2023   2022 
   July 31, 
   2023   2022 
GenBio, Inc.  $-   $189,749 
The Agrarian Group LLC   -    119,841 
Peer to Peer Network   21,000    - 
Investments  $21,000   $309,590 
v3.23.3
CONVERTIBLE NOTE PAYABLES (Tables)
12 Months Ended
Jul. 31, 2023
Debt Disclosure [Abstract]  
SCHEDULE OF CONVERTIBLE NOTES OUTSTANDING

 

Lender  Origination  Maturity  July 31, 2023   July 31, 2022   Interest 
                   
GS Capital Partners LLC  6/29/21  6/29/22  $145,500   $151,500    24%
1800 Diagonal Lending LLC  8/15/22  8/15/23   16,700    -    8%
          162,200   $151,500      
SCHEDULE OF FAIR VALUE ASSUMPTION OF BLACK-SCHOLES MODEL

The variables used for the Black-Scholes model are as listed below:

 

    July 31,2023   July 31, 2022
         
  Volatility: 333%   Volatility: 355%
         
  Risk free rate of return: 5.40%   Risk free rate of return: 2.98%
         
  Expected term: 1 year   Expected term: 1 year
v3.23.3
STOCKHOLDERS ‘EQUITY (Tables)
12 Months Ended
Jul. 31, 2023
Equity [Abstract]  
SCHEDULE OF ASSUMPTIONS UTILIZED IN VALUING WARRANTS

The following are the assumptions utilized in valuing the warrants:

 

Volatility   465%
Expected life   5 years 
Risk free rate   3%
Dividend yield   0%
SCHEDULE OF PURCHASE WARRANTS OUTSTANDING

The following table sets forth common share purchase warrants outstanding as of July 31, 2023 and 2022:

 

      

Weighted

Average

   Intrinsic 
   Warrants   Exercise Price   Value 
Outstanding, July 31, 2021   65,000,000    0.0024    430,000 
                
Warrants granted   -    -    - 
Warrants exercised   -    -    - 
Warrants forfeited   -    -    - 
                
Outstanding, July 31, 2022   65,000,000    0.0024    105,000 
                
Warrants granted   -    -    - 
Warrants exercised   (50,000,000)   -    - 
Warrants forfeited   -    -    - 
                
Outstanding, July 31, 2023   15,000,000   $0.0024   $- 
v3.23.3
ORGANIZATION (Details Narrative)
12 Months Ended
Jul. 31, 2023
USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Revenues $ 1,500
v3.23.3
SCHEDULE OF FAIR VALUE OF ASSETS AND LIABILITIES (Details) - USD ($)
Jul. 31, 2023
Jul. 31, 2022
Platform Operator, Crypto-Asset [Line Items]    
Investments $ 21,000  
Total assets measured at fair value 21,000
Derivative liability 680,946 440,766
Total liabilities measured at fair value 680,946 440,766
Fair Value, Inputs, Level 1 [Member]    
Platform Operator, Crypto-Asset [Line Items]    
Investments 21,000  
Total assets measured at fair value 21,000
Derivative liability
Total liabilities measured at fair value
Fair Value, Inputs, Level 2 [Member]    
Platform Operator, Crypto-Asset [Line Items]    
Investments  
Total assets measured at fair value
Derivative liability
Total liabilities measured at fair value
Fair Value, Inputs, Level 3 [Member]    
Platform Operator, Crypto-Asset [Line Items]    
Investments  
Total assets measured at fair value
Derivative liability 680,946 440,766
Total liabilities measured at fair value $ 680,946 $ 440,766
v3.23.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative)
12 Months Ended
Jul. 31, 2023
Accounting Policies [Abstract]  
Income tax likelihood description more than 50 percent likely
Finite lived intangible asset useful life 5 years
v3.23.3
GOING CONCERN (Details Narrative) - USD ($)
12 Months Ended
Jul. 31, 2023
Jul. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Accumulated deficit $ 8,637,251 $ 8,059,476
Working capital 1,161,282  
Operating losses $ 302,199 $ 285,731
v3.23.3
SCHEDULE OF ACQUIRED INTANGIBLE ASSETS (Details) - USD ($)
Jul. 31, 2023
Jul. 31, 2022
Business Acquisition [Line Items]    
Intangible assets- net $ 14,651 $ 13,338
Kanab Corp [Member]    
Business Acquisition [Line Items]    
Intangible assets 23,800 17,800
Accumulated amortization (9,149) (4,462)
Intangible assets- net $ 14,651 $ 13,338
v3.23.3
ACQUISITION OF KANAB CORP (Details Narrative) - Kanab Corp [Member]
Jul. 31, 2021
USD ($)
shares
Business Acquisition [Line Items]  
Ownership percentage acquired 100.00%
Development costs period cost | $ $ 11,500
Series B Preferred Stock [Member]  
Business Acquisition [Line Items]  
Shares issued for purchase of Kanab Corp, shares | shares 300,000
v3.23.3
SCHEDULE OF COMPANY’S INVESTMENTS (Details) - USD ($)
Jul. 31, 2023
Jul. 31, 2022
Investments $ 21,000 $ 309,590
GenBio, Inc [Member]    
Investments 189,749
The Agrarian Group, LLC [Member]    
Investments 119,841
Peer to Peer Network [Member]    
Investments $ 21,000
v3.23.3
INVESTMENTS (Details Narrative) - USD ($)
12 Months Ended
Jun. 12, 2023
May 16, 2023
Apr. 03, 2023
Jan. 01, 2022
Nov. 28, 2021
Jul. 31, 2023
Jul. 31, 2022
Investment, value           $ 21,000 $ 309,590
Converted value of preferred shares           64,609 $ 127,997
Fomo Worldwide Inc [Member]              
Investment, value           21,000  
Common stock purchased 210,000,000            
Fair value of investment $ 63,000         63,000  
Loss on acquisition of investments $ 37,800         $ 37,800  
Series B Preferred Stock [Member]              
Stock issued during period shares new issues         99,686    
Series B Preferred Stock [Member] | Fomo Worldwide Inc [Member]              
Stock issued during period shares new issues           100,000  
Series A Preferred Stock [Member]              
Stock issued during period shares new issues           1,680,000  
Series A Preferred Stock [Member] | Fomo Worldwide Inc [Member]              
Stock issued during period shares new issues 1,680,000            
Converted value of preferred shares $ 100,800         $ 100,800  
GenBio, Inc [Member]              
Ownership percentage         19.90%    
Stock issued during period shares new issues         2,036,188    
Stock price, per share         $ 0.0019    
Common stock equivalents         99,685,794    
Investment, value         $ 189,749    
GenBio, Inc [Member] | Series B Preferred Stock [Member]              
Ownership percentage         19.90%    
Stock issued during period shares new issues         99,686    
Number of shares repurchased   99,686          
The Agrarian Group, LLC [Member]              
Ownership percentage       19.90%      
Stock issued during period shares new issues       1,242,000      
Stock price, per share       $ 0.0012      
Common stock equivalents       99,868,000      
Investment, value       $ 119,841      
The Agrarian Group, LLC [Member] | Series B Preferred Stock [Member]              
Ownership percentage       19.90%      
Stock issued during period shares new issues       99,686      
Number of shares repurchased     99,686     99,686  
The Agrarian Group, LLC [Member] | Class A Membership Units [Member]              
Stock issued during period shares, exchanged       1,242,000      
v3.23.3
LOANS PAYABLE DUE TO RELATED PARTIES (Details Narrative) - USD ($)
12 Months Ended
May 10, 2023
Nov. 28, 2021
Jul. 31, 2023
Jun. 15, 2023
Jul. 31, 2022
Jun. 28, 2021
Series B Preferred Stock [Member]            
Related Party Transaction [Line Items]            
Number of shares issued   99,686        
Kanab Corp [Member]            
Related Party Transaction [Line Items]            
Debt instrument, partial forgiveness $ 17,017          
Percentage of return on acquired loaned business       100.00%    
Kanab Corp [Member] | Series B Preferred Stock [Member]            
Related Party Transaction [Line Items]            
Number of shares issued 100,000          
Majority Shareholder [Member]            
Related Party Transaction [Line Items]            
Loan from affiliate       $ 96,400  
Majority Shareholder [Member] | Chief Executive Officer [Member]            
Related Party Transaction [Line Items]            
Loan from affiliate     0   96,400  
Fomo Worldwide Inc [Member]            
Related Party Transaction [Line Items]            
Loan from affiliate     $ 58,174   $ 38,222  
Loan received           $ 25,000
Debt instrument conversion rate     30.00%      
Maturity date, description     due on December 25, 2021. This maturity has been extended, most recently on October 10, 2022, to December 31, 2023      
Kanab Corp [Member]            
Related Party Transaction [Line Items]            
Sale of stock 100.00%          
v3.23.3
SCHEDULE OF CONVERTIBLE NOTES OUTSTANDING (Details) - USD ($)
12 Months Ended
Jul. 31, 2023
Jul. 31, 2022
Short-Term Debt [Line Items]    
Convertible notes $ 162,200 $ 151,500
GS Capital Partners LLC [Member]    
Short-Term Debt [Line Items]    
Lender GS Capital Partners LLC  
Origination Jun. 29, 2021  
Maturity Jun. 29, 2022  
Convertible notes $ 145,500 151,500
Interest 24.00%  
1800 Diagonal Lending LLC [Member]    
Short-Term Debt [Line Items]    
Lender 1800 Diagonal Lending LLC  
Origination Aug. 15, 2022  
Maturity Aug. 15, 2023  
Convertible notes $ 16,700
Interest 8.00%  
v3.23.3
SCHEDULE OF FAIR VALUE ASSUMPTION OF BLACK-SCHOLES MODEL (Details)
12 Months Ended
Jul. 31, 2023
Jul. 31, 2022
Measurement Input, Price Volatility [Member]    
Fair Value Measurement Inputs and Valuation Techniques [Line Items]    
Debt measurement input 3.33 3.55
Measurement Input, Risk Free Interest Rate [Member]    
Fair Value Measurement Inputs and Valuation Techniques [Line Items]    
Debt measurement input 5.40 2.98
Measurement Input, Expected Term [Member]    
Fair Value Measurement Inputs and Valuation Techniques [Line Items]    
Expected term 1 year 1 year
v3.23.3
CONVERTIBLE NOTE PAYABLES (Details Narrative) - USD ($)
12 Months Ended
Aug. 15, 2022
Jul. 31, 2023
Jul. 31, 2022
Short-Term Debt [Line Items]      
Interest and debt expense   $ 4,075  
Third Party Lender [Member]      
Short-Term Debt [Line Items]      
Debt conversion of common stock, shares   39,676,711 49,466,978
Debt conversion of amount   $ 64,609 $ 127,997
Convertible Note Agreement [Member]      
Short-Term Debt [Line Items]      
Debt interest rate 8.00%    
Debt conversion of common stock, shares   34,221,311  
Convertible debt $ 39,250    
Debt maturity date Aug. 15, 2023    
Debt instrument convertible threshold percentage 61.00%    
GS Capital Partners LLC [Member]      
Short-Term Debt [Line Items]      
Debt interest rate   24.00%  
Debt conversion percentage   60.00%  
Debt conversion of common stock, shares   404,166,667  
Debt maturity date   Jun. 29, 2022  
Third Party One [Member]      
Short-Term Debt [Line Items]      
Debt interest rate   10.00%  
Third Party Two [Member]      
Short-Term Debt [Line Items]      
Debt interest rate   12.00%  
Third Party Three [Member]      
Short-Term Debt [Line Items]      
Debt interest rate   22.00%  
1800 Diagonal Lending LLC [Member]      
Short-Term Debt [Line Items]      
Amortization of debt discount premium   $ 4,250  
v3.23.3
SCHEDULE OF ASSUMPTIONS UTILIZED IN VALUING WARRANTS (Details)
Jul. 31, 2023
Fair Value Measurement Inputs and Valuation Techniques [Line Items]  
Expected life 5 years
Measurement Input, Price Volatility [Member]  
Fair Value Measurement Inputs and Valuation Techniques [Line Items]  
Warrants measurement input 465
Measurement Input, Risk Free Interest Rate [Member]  
Fair Value Measurement Inputs and Valuation Techniques [Line Items]  
Warrants measurement input 3
Measurement Input, Expected Dividend Rate [Member]  
Fair Value Measurement Inputs and Valuation Techniques [Line Items]  
Warrants measurement input 0
v3.23.3
SCHEDULE OF PURCHASE WARRANTS OUTSTANDING (Details) - USD ($)
12 Months Ended
Jul. 31, 2023
Jul. 31, 2022
Equity [Abstract]    
Number of warrants, outstanding, balance, Beginning 65,000,000 65,000,000
Weighted average exercise price, Beginning $ 0.0024 $ 0.0024
Weighted average intrinsic value, beginning $ 105,000 $ 430,000
Number of warrants, granted
Weighted average exercise price, granted
Number of warrants, exercised (50,000,000)
Weighted average exercise price, exercised
Number of warrants, forfeited
Weighted average exercise price, forfeited
Number of warrants, outstanding, balance, ending 15,000,000 65,000,000
Weighted average exercise price, ending $ 0.0024 $ 0.0024
Weighted average intrinsic value, ending $ 105,000
v3.23.3
STOCKHOLDERS ‘EQUITY (Details Narrative) - USD ($)
12 Months Ended
Jun. 12, 2023
May 16, 2023
Apr. 03, 2023
Jan. 01, 2022
Nov. 28, 2021
Jul. 31, 2023
Jul. 31, 2022
Jun. 29, 2021
Jun. 28, 2021
Jun. 22, 2021
Class of Stock [Line Items]                    
Converted value of preferred shares           $ 64,609 $ 127,997      
Warrants and rights outstanding, term           5 years        
Issuance of stock and warrants           $ 90,000 129,200      
The Agrarian Group, LLC [Member]                    
Class of Stock [Line Items]                    
Number of new shares issued       1,242,000            
Ownership percentage       19.90%            
GenBio, Inc [Member]                    
Class of Stock [Line Items]                    
Number of new shares issued         2,036,188          
Ownership percentage         19.90%          
Fomo Worldwide Inc [Member]                    
Class of Stock [Line Items]                    
Fair value of investment $ 63,000         63,000        
Loss on acquisition of investments $ 37,800         37,800        
FOMOCROP [Member]                    
Class of Stock [Line Items]                    
Warrant issued                   50,000,000
Warrants and rights outstanding, term                   5 years
Exercise price per share warrants                   $ 0.0001
GS Capital Group [Member]                    
Class of Stock [Line Items]                    
Warrant issued               15,000,000    
Exercise price per share warrants               $ 0.01    
FOMO Advisors LLC [Member]                    
Class of Stock [Line Items]                    
Warrant issued                 50,000,000  
Warrants and rights outstanding, term                 5 years  
Exercise price per share warrants                 $ 0.0001  
Issuance of stock and warrants           $ 450,000        
Warrants recognized             99,616      
Warrants unrecognized             $ 350,384      
Warrant purchased           100,000,000        
Line of credit           $ 10,000        
Preferred Stock [Member]                    
Class of Stock [Line Items]                    
Preferred stock, shares authorized for future           99,000,000 99,000,000      
Preferred Class A [Member]                    
Class of Stock [Line Items]                    
Preferred stock, shares authorized           130,000,000 130,000,000      
Conversion of common stock, shares           50        
Preferred stock voting rights           voting rights of 1 vote per share        
Preferred stock shares issued           8,457,777 0      
Preferred stock, shares outstanding           8,457,777 0      
Preferred stock shares votes           422,888,850 0      
Preferred Class A [Member] | Preferred Stock [Member]                    
Class of Stock [Line Items]                    
Converted value of preferred shares                
Preferred Class B [Member]                    
Class of Stock [Line Items]                    
Preferred stock, shares authorized           20,000,000 20,000,000      
Conversion of common stock, shares           1,000        
Preferred stock voting rights           voting rights of 1,000 votes per share        
Preferred stock shares issued           518,730 536,876      
Preferred stock, shares outstanding           518,730 536,876      
Preferred stock shares votes           518,730,000 536,876,000      
Number of new shares issued           4,777,777        
Conversion of accrued compensation           $ 120,000 $ 120,000      
Number of new shares issued for services           99,686        
Preferred Class B [Member] | Preferred Stock [Member]                    
Class of Stock [Line Items]                    
Converted value of preferred shares                
Number of new shares issued for services             22,000      
Preferred Class C [Member]                    
Class of Stock [Line Items]                    
Preferred stock, shares authorized           1,000,000 1,000,000      
Conversion of common stock, shares           1        
Preferred stock voting rights           voting rights of 100,000 votes per share        
Preferred stock shares issued           1,000,000 1,000,000      
Preferred stock, shares outstanding           1,000,000 1,000,000      
Preferred stock shares votes           100,000,000,000 100,000,000,000      
Preferred Class C [Member] | Preferred Stock [Member]                    
Class of Stock [Line Items]                    
Converted value of preferred shares                
Series A Preferred Stock [Member]                    
Class of Stock [Line Items]                    
Number of new shares issued           1,680,000        
Series A Preferred Stock [Member] | FOMO World Wide [Member]                    
Class of Stock [Line Items]                    
Number shares acquired           210,000,000        
Series A Preferred Stock [Member] | Fomo Worldwide Inc [Member]                    
Class of Stock [Line Items]                    
Number of new shares issued 1,680,000                  
Converted value of preferred shares $ 100,800         $ 100,800        
Series A Preferred Stock [Member] | FOMO Advisors LLC [Member]                    
Class of Stock [Line Items]                    
Warrant purchased           2,000,000        
Series B Preferred Stock [Member]                    
Class of Stock [Line Items]                    
Number of new shares issued         99,686          
Series B Preferred Stock [Member] | The Agrarian Group, LLC [Member]                    
Class of Stock [Line Items]                    
Number of new shares issued       99,686            
Number of shares repurchased     99,686     99,686        
Ownership percentage       19.90%            
Series B Preferred Stock [Member] | GenBio, Inc [Member]                    
Class of Stock [Line Items]                    
Number of new shares issued         99,686          
Number of shares repurchased   99,686                
Ownership percentage         19.90%          
Series B Preferred Stock [Member] | Fomo Worldwide Inc [Member]                    
Class of Stock [Line Items]                    
Number of new shares issued           100,000        
Common Stock [Member] | GenBio, Inc [Member]                    
Class of Stock [Line Items]                    
Number of new shares issued         2,036,188          
Third Party Lender [Member]                    
Class of Stock [Line Items]                    
Debt conversion of amount           $ 64,609 $ 127,997      
Debt conversion of common stock, shares           39,676,711 49,466,978      
Chief Executive Officer [Member] | Preferred Class B [Member]                    
Class of Stock [Line Items]                    
Number of new shares issued           81,590 15,504      
Conversion of accrued compensation           $ 160,000 $ 80,000      
Number of new shares issued for services             22,000      
v3.23.3
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)
12 Months Ended
Jul. 31, 2023
Jul. 31, 2022
Aug. 01, 2021
Preferred Class B [Member]      
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]      
Compensation expense $ 120,000 $ 120,000  
Chief Executive Officer [Member]      
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]      
Employee related liabilities     $ 10,000
Employee related liabilities noncurrent     2,500
Employee related liabilities in shares, noncurrent     7,500
Employee related liabilities current     5,000
Employee related liabilities in shares current     $ 5,000
Chief Executive Officer [Member] | Preferred Class B [Member]      
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]      
Compensation expense $ 160,000 $ 80,000  
v3.23.3
SALE OF OIL AND GAS INTERESTS (Details Narrative) - USD ($)
12 Months Ended
Nov. 08, 2022
Jul. 31, 2023
Jul. 31, 2022
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]      
Gain on sale of oil and gas properties $ 112,000 $ 112,000
Chief Executive Officer [Member]      
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]      
Sale of crude oil and natural gas properties $ 112,000    
v3.23.3
SUBSEQUENT EVENTS (Details Narrative) - USD ($)
12 Months Ended
Oct. 02, 2023
Sep. 28, 2023
Sep. 26, 2023
Sep. 08, 2023
Aug. 01, 2023
Jul. 31, 2023
Jul. 31, 2022
Common Stock [Member]              
Subsequent Event [Line Items]              
Number of conversion of shares           39,676,711 49,466,978
Subsequent Event [Member] | 1800 Diagonal Lending LLC [Member]              
Subsequent Event [Line Items]              
Compensation expense   $ 3,600          
Subsequent Event [Member] | 1800 Diagonal Lending LLC [Member] | Common Stock [Member]              
Subsequent Event [Line Items]              
Converison of stock, shares issued   9,729,730          
Subsequent Event [Member] | Chief Executive Officer [Member]              
Subsequent Event [Line Items]              
Compensation expense $ 2,500 $ 2,500 $ 5,000 $ 10,000      
Subsequent Event [Member] | Chief Executive Officer [Member] | Series A Preferred Stock [Member]              
Subsequent Event [Line Items]              
Converison of stock, shares issued     142,857 333,333      
Subsequent Event [Member] | Chief Executive Officer [Member] | Preferred Class A [Member]              
Subsequent Event [Line Items]              
Converison of stock, shares issued 68,571 62,500          
Subsequent Event [Member] | 1800 Diagonal Lending LLC [Member]              
Subsequent Event [Line Items]              
Convertible debt         $ 4,500    
Number of conversion of shares         9,183,673    

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